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You must read the Oval Insurance Broking Limited Website terms and conditions 1. Agreement between you and Oval 1.1 This website and the accompanying service (“Service”) are offered as a service to you by Oval Insurance Broking Limited (Company Number 01195184) (“Oval”). 1.2 These terms and conditions set out the basis on which you can use this website and receive the Service and you are deemed to have accepted the terms and conditions by using this website. If you do not accept these terms and conditions, then do not use this website. 1.3 Your attention is drawn to condition 12 which contains limitations on Oval’s liability. 2. A UK business service only This website and the Service is directed exclusively at commercial enterprises in the United Kingdom. Oval makes no representation that the Service or this website is appropriate for use outside the United Kingdom. 3. No commercial use You agree you will use this website and the Service only for your internal business purposes and that you will not exploit this website or any of its contents for any commercial purpose. 4. Content and Changes 4.1 Oval will; 4.1.1 exercise reasonable care in compiling this website; and 4.1.2 where an update is required to reflect a change in applicable law, update the content of the Service as soon as reasonable practicable (and in any event within 7 days where the update is material) provided that Oval will wherever reasonably possible take steps to anticipate and plan for changes in applicable law before they are brought into force. 4.2 Oval reserves the right at any time without notice to revise the content of this website (including without limitation the Service) and these terms and conditions and Oval may at any time withdraw any part of the Service at its discretion. Any change to these terms and conditions will be posted on this website and, by continuing to use this website following any such change, you will signify that you agree to be bound by the revised terms and conditions. 5. Subscription Fees 5.1 The subscription fee for using this website and the Service will be as set out in this website from time to time. 5.2 A separate subscription fee will be payable in respect of each individual location at or from which your business is operated (“Authorised Location”) except as otherwise specified in this website or agreed in writing by Oval. 5.3 You will be responsible for VAT on the subscription fee at the rate from time to time prescribed by law subject to production of a valid VAT invoice. 5.4 If you fail at any time to pay any subscription fees due in accordance with these terms and conditions Oval may, in its discretion and without prejudice to its other rights, powers and remedies, deny you access to those areas of this website and the Service which are exclusively available to subscribers. Oval need not provide you with advance notice in such circumstances. 5.5 Except as Oval may otherwise decide in its absolute discretion, you will not be entitled to a refund of the subscription fees in the event that you decide at any time to cancel your subscription to this website and the Service. 6. Terms of Use 6.1 You may view, electronically copy and print in hard copy portions of this website solely in connection with the acquisition of the Service through this website and for your internal business purposes. Any other use of this website or the Service (including without limitation reproduction for purposes other than those noted above and alteration, modification, distribution or republication) without Oval’s prior written permission is strictly prohibited. 6.2 You must not: 6.2.1 use any graphics, illustrations, photographs on this website separately from accompanying text and the copyright and trade marks notices of Oval and/or the relevant owners must appear in all copies which you make; 6.2.2 post or transmit to or from this website any material: (a) which is threatening, defamatory, obscene, indecent, seditious, offensive, pornographic, abusive, liable to incite racial hatred, discriminatory, menacing, scandalous, inflammatory, blasphemous, in breach of confidence, in breach of privacy or which may cause annoyance or inconvenience; and/or (b) for which you have not obtained all necessary licences and/or approvals; and/or (c) which constitutes or encourages conduct that would be considered a criminal offence, gives rise to civil liability or would otherwise be contrary to the law of, or infringes the rights of any third party in, the United Kingdom or any other country in the world; and/or (d) which is technically harmful (including, without limitation, computer viruses, logic bombs, Trojan horses, worms, harmful components, corrupted data or other malicious software or harmful data); 6.2.3 except as Oval may otherwise agree in writing, make any part of the Service available to anyone whose principal place of work is not an Authorised Location pursuant to paragraph 8.1 below; 6.2.4 misuse this website (including without limitation by hacking); or 6.2.5 attempt to gain unauthorised access to this website or attack this website via a denial-of-service attack or a distributed denial-of-service attack. 6.3 Oval will fully cooperate with any law enforcement authorities or court order requesting or directing Oval to disclose the identity or locate anyone posting any material in breach of this paragraph 6. 7. Intellectual Property Rights 7.1 All rights in the design, text, graphics and other material on this website and the selection or arrangement thereof are the copyright of Oval or other third parties. 7.2 All trade marks, get-up, product names and company names or logos used in this website (“Trade Marks”) are the property of Oval or that of their respective owners. Except as provided under paragraph 6.1 above no permission is given by Oval in respect of the use of any Trade Marks and such use may constitute an infringement of the holder’s rights. 7.3 Any rights not expressly granted in these terms and conditions are reserved. 8. Access 8.1 Subject to early termination or denial of access pursuant to this paragraph 8, payment of the subscription fee in respect of each Authorised Location will give all persons who are employed or engaged by you, and whose principal place of work is such Authorised Location, authority to access and use this website and the Service for a period of 12 months from the date of payment of the subscription fee on these terms and conditions. 8.2 Subject to: 8.2.1 Oval receiving notice from you at least 2 months prior to expiry of the initial period of 12 months; 8.2.2 Oval receiving payment from you of Oval’s then current subscription fee for using this website and the Service; and 8.2.3 you having complied with these terms and conditions and there being no outstanding breach, the initial period of 12 months will be extended for a further period of 12 months. Use of this website and the Service for a total period in excess of 24 months at any Authorised Location will be in Oval’s absolute discretion. 8.3 Oval will take reasonable steps to make this website and the Service available to you 24 hours per day 7 days per week. However, access to this website and the Service may be suspended at any time and without notice in the case of system failure, maintenance or repair or for reasons beyond Oval’s control. Oval may also suspend access to this website and the Service at any time to update or modify the Service. Oval accepts no liability for any interruption or delay to this website and the Service in these circumstances. 8.4 Oval reserves the right in its sole discretion to terminate your subscription and/or to deny you access to this website (in whole or in part) without notice and to decline to provide the Service (or any part of it) to you if you are, or Oval reasonably suspects that you are, in breach of any of these terms and conditions. 9. User name and password 9.1 A user name and password will be provided to you for each Authorised Location within not more than 10 days of the date on which Oval receives payment of the subscription fee for such Authorised Location. 9.2 Subscription for each Authorised Location is personal to you and is not transferable, assignable or capable of being shared with any third party. You are responsible for all activities which occur under the user name and password for each Authorised Location. 9.3 Except as expressly set out in this website or otherwise agreed in writing by Oval, Oval does not permit you to share or to allow to be shared the user name and password for any Authorised Location with any person whose principal place of work is not such Authorised Location and you will take all reasonable steps to ensure that no person accesses or uses the Service with the user name and password for any Authorised Location unless the principal place of work of such person is such Authorised Location. 9.4 Responsibility for security of user names and passwords rests with you and you must treat all user names and passwords as confidential and, except for your personnel who are authorised to know the same, must not disclose or transfer them to any third party. You must immediately notify Oval of any unauthorised use of your user names and passwords. 10. Information 10.1 You agree that Oval may collect, store and use information about you of this website in accordance with the Privacy Policy and you agree to be bound by the Privacy Policy.You warrant that all data provided by you to Oval is accurate. 10.2 Other than personally identifiable information, which is covered under the Privacy Policy, any material you transmit or post to this website will be considered non-confidential and non-proprietary. Oval will not have any obligations with respect to such material and will be free to copy, disclose, distribute, incorporate and otherwise use such material and all data, images, text and other things embodied therein for any and all commercial or non-commercial purposes. 10.3 You acknowledge that all information which is given to you orally or in writing relating to the provision of the Service is regarded as confidential and will not be disclosed by you to any third party. 11. Links to and from other websites Certain links, including without limitation hypertext links, in this website will take you outside this website. Links are provided for your convenience and the inclusion of any link does not imply endorsement or approval by Oval of the linked site, its operator or its content. Oval is not responsible for the content of any website outside this website and you link to such website entirely at your own risk. 12. Liability 12.1 Oval warrants that: 12.1.1 the content of this website is in all material respects complete, accurate and, subject to paragraph 4.1.2 above, compliant with all applicable laws; and 12.1.2 the Service will be provided with reasonable care and skill. 12.2 Except as set out in paragraphs 4.1.2 and 12.1 above, to the maximum extent permitted by law, Oval provides the Service and this website on the basis that Oval excludes all representations, warranties, conditions and other terms which, but for this paragraph 12.2, might have effect. 12.3 Nothing in these terms and conditions excludes or limits Oval’s liability for: 12.3.1 death or personal injury caused by Oval’s negligence; 12.3.2 fraud or fraudulent misrepresentation; or 12.3.3 any matter for which it would be illegal for Oval to exclude or to attempt to exclude its liability. 12.4 Subject to paragraph 12.3 above: 12.4.1 Oval will not be liable to you in contract, tort (including without limitation negligence), misrepresentation or otherwise: (i) where any alleged non-conformance of the Service with paragraph 12.1 above is as a result of Oval having complied with your instructions or is otherwise as a result of any failure by you to comply with these terms and conditions; and/or (ii) to the extent that any alleged non-conformance of the Service with paragraph 12.1 above is attributable to any information, data or other materials provided by you to Oval or otherwise to any act or omission on your part; and/or (iii) where you have failed to notify Oval of any non-conformance or suspected non-conformance of the Service with paragraph 12.1 above within 3 months of the date on which such non-conforming Service was provided, where the non-conformity should be reasonably apparent, or within 3 months of the date on which the non-conformity comes to your knowledge, where the non-conformity is not one which should be reasonably apparent provided that notification must be given within 12 months of the date on which such non-conforming Service was provided. 12.4.2 Oval’s maximum liability to you in contract, tort (including without limitation negligence), misrepresentation or otherwise arising out of the provision of the Service and/or your use of this website will be the sum of £1 million in respect of each claim or series of related claims; and 12.4.3 you agree that Oval will have no liability to you in contract, tort (including without limitation negligence), misrepresentation or otherwise for any loss of profits or any indirect or consequential loss (including without limitation pure economic loss, loss of business, depletion of goodwill and like loss) howsoever caused arising out of or in connection with the provision of the Service and/or your use of this website. 12.5 Oval cannot accept responsibility for any computer virus or other malicious program which is transmitted to your computer as a result of your use of this website and/or the Service. It is your responsibility to ensure that you have the proper computer equipment and virus protection software to use this website and the Service. 12.6 Each of Oval’s employees, agents and sub-contractors may rely upon and enforce the exclusions and restrictions of liability in this paragraph 12 in that person’s own name and for that person’s own benefit, as if the words “its employees, agents and sub-contractors” followed the word Oval wherever it appears in those exclusions and restrictions. 12.7 You agree that each of the above limitations in this paragraph 12 is reasonable and is reflected in the subscription fees which would be higher without those limitations and you will accept such risk and/or insure accordingly. 12.8 If your use of material on this website results in the need for servicing, repair or correction of equipment, software or data, you assume all costs thereof. 12.9 Oval will not be liable to you for any breach of these terms and conditions or for any failure to perform or delay in performing any of Oval’s obligations under these terms and conditions resulting from any event or circumstance beyond Oval’s reasonable control including, without limitation, strikes, lock-outs and other industrial disputes (whether involving the work force of Oval or of a third party), breakdown of systems or network access, fire, explosion or accident. 13. Termination On the termination or expiry of your right to use this website and the Service, you will take reasonable steps to delete all materials and documents relating to the Service (or any part of it) from your electronic media and, at Oval's option, return or destroy any copies of such materials and documents. This obligation will not apply where such materials and documents have become legitimately and indistinguishably incorporated into materials and documents prepared for your internal business purposes as contemplated by your use of the Service. 14. Your personnel You will take reasonable steps to ensure that all persons who are authorised by Oval to use this website and the Service comply with these terms and conditions. 15. General 15.1 These terms and conditions (and any dispute, controversy, proceedings or claim of whatever nature arising out of or in any way relating to them or their formation) will be governed by and interpreted in accordance with English law and, for these purposes, you and Oval irrevocably submit to the exclusive jurisdiction of the courts of England and Wales. 15.2 If any part of these terms and conditions is unenforceable (including without limitation any provision in which Oval excludes its liability to you), the enforceability of any other part of these terms and conditions will not be affected. 15.3 These terms and conditions, together with Oval's current subscription fees and privacy policy, set out the whole of the agreement between Oval and you relating to the Service and this website and prior communications between Oval and you are not included in this agreement. Nothing said by any person on Oval’s behalf should be understood as a variation of these terms and conditions or as an authorised representation about the nature or quality of this website or the Service. Save for fraud or any fraudulent misrepresentation, Oval will have no liability for any such representation it has made being untrue or misleading. 15.4 The contract between Oval and you pursuant to these terms and conditions is personal to you and may not be assigned, delegated, sub-contracted or sub-licensed to any third party. 15.5 Except as provided in paragraph 12.6 above, and subject to paragraph 15.8 below, the contract between Oval and you pursuant to these terms and conditions is made for the benefit of Oval and you and (where applicable) the respective successors and permitted assigns of Oval and you and is not intended to benefit, or be enforceable, by anyone else. 15.6 Nothing in these terms and conditions or arising out of the provision of the Service is intended, or will operate, to create a partnership between Oval and you or to authorise either Oval or you to act as agent for the other. 15.7 The headings in these terms and conditions are for reference purposes only and will not be used to interpret the meaning of these terms and conditions. 15.8 This website is owned and operated by Prosafe Online Limited (Company Number 05371332) (“Prosafe”) for and on behalf of Oval. 15.9 In these terms and conditions: 15.9.1 reference to "Oval" includes its employees, agents and sub-contractors including Prosafe except in paragraph 7 above; 15.9.2 reference to “you” means the individual, partnership, company or other body or organisation entering into a contract with Oval by accepting these terms and conditions; and 15.9.3 words denoting the singular include the plural and vice versa.