B2B Prospector Terms and Conditions V1.2 (applicable from March 6th 2017)
These Terms and Conditions apply to the purchase of any services via this Website, or our call centre support team.
Part A of these Terms and Conditions applies to all purchasers of the Services.
If You are acting as a Reseller, Part B of the Terms and Conditions apply to You in addition to Part A.
Some words and phrases used in this Agreement have the special meanings.
These meanings are set out below.
|Word or Expression
||your Order Form and these Terms and Conditions;
||Our standard charges applying from time to time for the Services;
||any data provided by You to Us in connection with this Agreement, including information supplied by You in the Registration process;
||the date on which You first use the Services, unless otherwise agreed in writing between us;
any and all information relating to the trade secrets, operations, processes, plans, intentions, product information, prices, know-how,
designs, customer lists, market opportunities, transactions, affairs and/or business of the parties and/or to their customers, suppliers,
clients in or on any medium or format. For the avoidance of doubt, the Information and the methods, techniques, know-how and ideas used
or learned by Us in providing the Services are Our Confidential Information;
||any entity to whom a Reseller provides (i) the Information, or (ii) services using the Information;
the list of End Users to whom a Reseller is prohibited from selling, as set out on the Website from time to time,
||any information given by Us to You, in any form whatsoever, including any list of names and addresses of businesses;
|"Intellectual Property Rights"
copyright, database right, domain names, patents, registered and unregistered design rights, registered and unregistered trade marks,
and all other industrial, commercial or intellectual property rights existing in any jurisdiction in the world and all the rights to
apply for the same;
the sending of a marketing communication (which may, depending on the context be a postal communication or an electronic communication)
to a business;
the form detailing the Services ordered. Where You order Services via the Website, this form will be displayed on the Website.
Where You order Services via our call centre, this form will be sent to You by email;
||the credit or debit card used by you during Registration or such other card you choose to use at a later date;
||the registration process that You must complete to Our satisfaction as a pre-condition to the provision of the Services;
||an entity who either (i) provides the Information to End Users; or (ii) uses the Information to provide services to an End User;
the services provided by Us on the Website and as detailed on the Order Form, or as may be ordered by you on the Website
or via our call centre support team from time to time as detailed on the Order Form;
Experian Limited (registered number 653331) Our registered office is at Sir John Peace Building, Experian Way, Nottingham NG80 1ZZ
(and the expressions "Our" and "Us" where used in this Agreement shall have like meanings);
||each twelve-month period commencing on the Commencement Date and on each anniversary of the Commencement Date;
means the entity authorised by Registration to use the Services and Information and the expression "Your" where used in this
Agreement shall have like meaning.
You shall not be entitled to act as a Reseller unless You have informed Us that You are acting as a Reseller during Registration
and have confirmed that You will not supply the Information to any End User on the Exclusion List. We can refuse permission for
You to act as a Reseller in Our sole discretion, and without giving reasons. Where You are acting as a Reseller, the terms and
conditions set out in this Part B shall apply. To the extent of any conflict or inconsistency between the terms and conditions
set out in Part A and those set out in Part B, Part B shall prevail.
You shall not provide the Information to, or use the Information for the benefit of, any End User on the Exclusion List.
Subject to Clause 2, You may use the Information on behalf of an End User for business-to-business marketing purposes and/or
you may provide the Information to an End User for business-to- business marketing purposes. In either case, You shall comply with
(and shall ensure that the End User complies with) the licence terms set out in Clause 7.2 of Part A of these Terms and Conditions.
Before You use any Information on behalf of an End User, or provide any Information to an End User, You shall enter into a written
agreement with the End User containing terms equivalent to Clauses 3, 6, 7, 10 and 14 of Part A of these Terms and Conditions,
provided that in Your agreement with the End User references to an End User in these Terms and Conditions shall be replaced with
references to You and references to You in these Terms and Conditions shall be replaced with references to the End User.
In acting as a Reseller You shall:
not do anything to harm Our reputation;
not pledge the credit of Experian in any way or bind it by contract or otherwise,
except as specifically permitted under this Agreement;
not modify the Services or the Information save as permitted by Experian in writing;
not use Our name or any of Our trade marks in Your marketing or promotional materials without Our prior written approval;
not make any representations about the Services without Our prior written approval;
at Our request provide a list of each End User to whom You have provided the Information or on whose behalf
You have used the Information;
promptly provide Us with details of all complaints relating to the Information by an End User and cooperate
with Us and End Users to resolve any complaints;
provide Us with details of all email addresses contained within the Information which have bounced back to You
or Your End User and/or have exercised the "unsubscribe" option, within 30 days of You or Your End User having
become aware of the bounce-back or unsubscribe.
You shall promptly (i) audit an End User’s compliance with the terms set out in Clauses 3 and 4 of Part B above,
if We notify You that We reasonably believe an End User may have breached those terms, and (ii) provide written details
of the outcome of the audit to Us.
You are free to determine the price you charge to Your End Users and nothing in this Agreement requires You to monitor
prices or provide any other information to Us which could be used directly or indirectly to fix prices.
You shall conduct due diligence in relation to all End Users as required by Us from time to time.
If We reasonably believe the Information has been used in breach of this Agreement or in breach of terms set out in
Clause 4 of Part B above by You or an End User:
We shall be entitled to suspend provision of the Services; and
You shall, and shall procure that the End User shall, co-operate fully with Our investigations into such use.