Terms and conditions
- Your use of the chemicalwatch.com website and any other CW websites (the “Sites”).
- Your participation in any CW events (“Events”).
- Your use of any CW content (“the Content”), whether provided via our Sites, our Events, in print or through other media such as email, databases, reports, computer files, social media, video, sound recordings, webinars, DVDs or software applications.
- Your purchase of CW services (“Service”), including memberships, subscriptions, software services, advertising, sponsorship, training and event attendance.
This Agreement is entered into between:
(1) CW Research Ltd, Talbot House, Market Street, Shrewsbury SY1 1LG, UK and
(i) a client buying a Service (the “Client”);
(ii) an individual user creating an account on our website (the “User”); or
(iii) an individual participant in CW events (the “Attendee”).
Together with any Statement of Services, Scope of Services or similar written agreement (“Scope of Services
, it forms the basis of our contract with you.
1. Application and Acceptance of this Agreement
1.1 By accessing or using the Sites, attending our Events or purchasing a Service, you hereby agree to accept this Agreement as a User, Attendee and/or Client, as appropriate. You also agree to be bound by this Agreement with respect to your access or use of the Content. If you do not accept this Agreement, please do not use the Sites or Events.
1.2 For the purposes of this Agreement, the terms "User" and "Attendee" include any person who accesses our Content for whatever purpose, regardless of whether he/she has registered with CW or purchased a Service from CW. The terms User and Attendee include the person using the Sites or attending an Event and any legal entity which may be represented by such person.
1.3 Sites covered by this Agreement include any website on the chemicalwatch.com domain as well as any other website operated by CW.
1.4 CW reserves the right to modify this Agreement at any time, for any reason and without prior notice. Online posting by CW of the amended and restated Agreement and your continued use of the Sites or Event attendance shall be deemed to be acceptance of the amended terms.
1.5 CW reserves the right to suspend or terminate, at its discretion and without prior notice, any individual User’s access to the Site’s if he/she fails to comply with or violates this Agreement.
2. Intellectual Property
2.1 CW will vigorously defend the Intellectual Property in its Content, software, databases, designs and brands. All rights are reserved.
2.2 Chemical Watch and its logo are the registered trademarks of CW Research Ltd, carrying European, US and global registrations.
2.3 Circulation, copying or translation of our Content is not permitted without our consent except to the extent permitted under your Scope of Services (where one has been prepared). If you would like to copy, translate or circulate any Content, whether electronically or in print, you must contact us first to seek our consent or to purchase access rights, as appropriate.
2.4 CW hereby grants you a personal, non-transferable and non-exclusive right and license to use the Sites. Your access to Content is controlled by CW in line with your tier of membership or subscription or as defined in your Scope of Services (where one has been prepared). You agree not to access the Sites by any means other than through the user account(s) provided to you by CW.
2.5 You may not use or reproduce any CW Intellectual Property for any reason without written permission from CW.
2.6 You may not monitor, data-mine or copy any Content (except to the extent permitted under your Scope of Services where one has been prepared) without express written permission from CW, nor may you trade or sell any personal data or communications about other Users or Attendees.
2.7 CW owns and retains all rights in the Intellectual Property in the Sites, Data, Content and Events, except certain instances where software or Content appears by agreement with or by courtesy of third parties who own the Intellectual Property. You acknowledge and agree that the Sites, Content and Events contain proprietary and confidential information that is protected by intellectual property and other laws. You further acknowledge and agree that some Content - for example advertisements, articles or presentations - may have been prepared by third parties and may also be protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. Except as expressly authorised in writing by CW, you agree not to modify, rent, lease, loan, sell, distribute or create derivative works from our Sites, Content or Events in whole or in part.
2.8 The software which operates the Sites is proprietary software and you may not use it except as expressly allowed under these terms. You may not copy, reverse engineer, modify or otherwise deal with the software.
2.9 The term “Intellectual Property” means copyrights, database rights, trademarks, trade names, domain names, rights in logos, content, inventions, trade secrets and know-how, patents, all rights of whatever nature in computer software and data, all rights of privacy and all intangible rights and privileges of a nature similar to any of the above, in every case in any part of the world and whether or not registered; and including all granted or pending registrations, and all rights to make applications for registration in respect of any of the same.
3. User Conduct
3.1 The Sites are made available for both individual and corporate use.
3.2 As part of the registration process you will be given or create a username and password to allow you to access the site. You alone are responsible for maintaining the confidentiality of the password, and are fully responsible for all activities that occur under your username and password. You are also accountable for all activities regarding your username, with or without your knowledge or permission. You agree to immediately notify CW of any unauthorised use of your username or password or any other breach of security. If you knowingly provide your password information to another person, your usage may be suspended temporarily or terminated. You agree that CW assumes no liability for activities accessed through your username and password, nor can or will CW be liable for any loss or damage arising from your failure to comply with this clause.
4. General Terms of Service
4.1 CW undertakes to deliver Services as set out in your Scope of Services (where one has been prepared).
4.2 The Client undertakes to settle invoices by the date(s) stipulated in the Scope of Services.
(i) Refunds policy: Attendee fees in relation to Events must be paid in full in advance of attendance. Where attendees contact us to cancel a booking, this will be subject to a full refund if more than 28 days before the event or a 50% refund if more than 14 days. Thereafter there will be no refund.
(ii) Attendees must book and pay for their own travel and accommodation costs.
(iii) The total liability of CW for any act or omission by CW, its personnel or its agents shall not exceed the amount of a full refund of any price paid for the agreed Events booking.
4.4 Memberships and subscriptions:
(i) CW provides the Client with a worldwide, royalty-free, non-assignable and non-exclusive licence to use the Sites and Content for the duration of the contract term as defined in the Scope of Services (where one has been prepared).
(ii) The licence does NOT permit the Client to share Content with third parties.
(iii) The licence does NOT permit the Client to import content onto internal databases unless specifically permitted in writing from CW.
(iv) The licence permits access only to those areas of Content specified when you placed the order and does NOT permit access to all Content on the Sites unless such access is specifically granted in the Scope of Services.
(v) The total liability of CW for any act or omission by CW, its personnel or its agents shall not exceed the amount of a full refund of any price paid for the agreed subscription or membership services.
4.5 Advertising, directory entries and sponsorship:
(i) CW undertakes to deliver promotional services such as advertising, directory entry(ies) or sponsorship of content (“Promotional Services”) in accordance with the specifications in your Scope of Services.
(ii) CW shall not be liable for any loss or damage suffered as a result of any error or omission in the delivery of the Promotional Services. In the event of an error or omission, CW may at its discretion either repeat an advertisement, entry or activity or make a reasonable refund or adjustment to the price paid.
(iii) The total liability of CW for any act or omission by CW, its personnel or its agents shall not exceed the amount of a full refund of any price paid for the agreed Promotional Services.
(iv) Without liability to the Client, CW reserves the right to suspend or remove the agreed Promotional Services at any time for good reason, including (a) the quality of the creative supplied, (b) if the content is not appropriate for our audience, (c) a change in CW business strategy, (d) any indication that the Client may be encountering financial difficulties and (e) concern that an advertisement, entry or activity may result in a complaint, claim or proceedings.
(v) The Client indemnifies CW from and against any claim that the advertisement, directory entry or sponsored activity infringes the intellectual property rights of any person or that it is defamatory or infringes any other right of any person.
(vi) The Client warrants that it has obtained the authority of any living persons represented in any text or artwork.
5.1 CW will cease to provide Services to the Client upon expiry of the term (or renewed term) as specified when you placed the order. Any licence to access or use Content will expire from that date unless otherwise specified in writing by CW.
5.2 Any individual User may terminate his/her user access to the Sites at any time without cause, penalty or explanation. Please notify CW by email of your termination decision. Note that such termination by individual Users will not entitle the Client to compensation or refund.
5.3 You agree that CW at its sole discretion, may, immediately and without prior notice, terminate a User’s access, registration, password, account (or any part thereof) or all use of the Content, and remove and discard any User content, for any reason, including, without limitation, if CW believes that you have violated or acted inconsistently with the letter or spirit of this Agreement or if the account has been dormant for more than 24 months. CW may also at its sole discretion and at any time terminate, suspend or modify its Services with or without notice. CW shall not be liable to you or any third-party for any such termination, suspension or modification of its Services beyond an appropriate pro-rata refund of Client fees in respect of the unexpired whole months of the remaining period of the membership. If CW terminates your user access, you may not re-enter CW without express permission from CW.
5.4 Clauses 2, 4.3(iii), 4.4(v), 4.5(iii), 6 and 7 continue after termination of your access or usage.
6. Disclaimer of Warranties
6.1 Information presented on the Sites, at Events and/or in Services delivered is sourced with care and attention. However, the Content does not constitute legal or professional advice and CW recommends that Users, Attendees and.or Clients seek appropriate advice before basing actions on it. Neither CW nor its contributors, trainers or presenters can be held liable for any decisions made based on information we provide.
6.2 CW and its affiliates, licensors, partners, suppliers, consultants and agents disclaim any responsibility or liability for the accuracy, content, completeness, legality, reliability or operability or availability of information or materials displayed in its software or in any Content.
6.3 No advice or information, whether oral or written, obtained by you from CW shall create any warranty not expressly stated in this Agreement.
6.4 The Content is provided on an "as is" and "as available" basis, with no warranties whatsoever. CW makes no warranty that (i) the service will meet your requirements, (ii) the service will be uninterrupted, timely, secure, or error-free, (iii) the results that may be obtained from the use of the service will be accurate or reliable, (iv) the quality of any products, services, information, or other material purchased or obtained by you through the service will meet your expectations, and (v) any errors in the software will be corrected. You expressly understand and agree that your use of the service is at your sole risk. You agree to hold harmless and indemnify CW from and against any third party claim arising from or in any way related to your use of our Services and Sites, including any liability or expense arising from all claims, losses, damages (actual and consequential), suits, judgments, litigation costs and attorney’s fees of every kind and nature.
6.5 Any material downloaded or otherwise obtained through the use of the service is done at your own discretion and risk and you will be solely responsible for any damage to your computer system or loss of data that results from the download of any such material.
7. Limitation of Liability
You expressly understand and agree that CW shall under no circumstances be liable to you, for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if CW has been advised of the possibility of such damages), resulting from: (i) the use, misuse of, or the inability to use the service, or the interruption, suspension, termination of the Sites (including such damages incurred by third parties); (ii) the cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or messages received or transactions entered into through or from the service; (iii) unauthorized access to or alteration of your transmissions or data; (iv) statements or conduct of any third party on the service; or (v) any other matter relating to the service.
9. Registered Address
(i) Our Trading Address is CW Research Ltd,Talbot House, 11-15 Market Street, Shrewsbury, SY1 1LG, United Kingdom.
(ii) Our Registered Address (for legal correspondence) is: CW Research Ltd, 6 Claremont Buildings, Claremont Bank, Shrewsbury SY1 1RJ, United Kingdom.
(iii) The Company Number for CW Research Ltd is 07055885 (registered in England & Wales).
10. Governing Law and Jurisdiction
This Agreement shall be governed by, and construed in accordance with, English law. Any disputes shall be subject to the exclusive jurisdiction of the English courts.
Last updated 17 September 2020.