Membership Terms and Conditions
1.1. This Membership Agreement (the "Agreement") sets out the terms of the relationship between purplepedia.com (the “Website”) and you, as a Website member and a contributor of material (the "Member") for use on the Website in accordance with your membership (the "Membership"). Please read this Agreement carefully. We strongly advise you to keep a printed or electronically stored copy of this Agreement for your future reference. This Agreement is offered in English only.
2. This Agreement
2.1. Status of this Agreement
2.1.2. If you do not agree to be bound by this Agreement you should not confirm your acceptance of the terms and conditions of this Agreement and you should leave this page immediately.
2.2. Relationship to Other Agreements
3. Information about Us
3.1. We are QI People Limited trading as purplepedia.com, and our registered office address is c/o Templewest, 82 Wandsworth Bridge Road, Fulham, London SW6 2TF, United Kingdom. We are a company registered in England and Wales under registration number 05881885. Our main trading address is Suite 91, 86 Bancroft, Hithin SG5 1NQ, United Kingdom. Please note that all notices to us under this Agreement are to be sent and received in accordance with section 20.
3.2. QI People Limited is registered with the Information Commissioner's Office and appears in the Data Protection Register under number Z9672082.
4. Membership Eligibility
4.1. In order to join us as a Member and be eligible to apply for Membership (defined below at section 5.1), you must be a business, a corporate entity or an individual who is at least 18 years old (and at least the legal age in your jurisdiction). In executing this Agreement, you represent and warrant to us that:
4.1.1. if you are an individual: you are at least 18 years old and of legal age in your jurisdiction to form a legally binding agreement; and
4.1.2. if you are a business or corporate entity: you have authority to bind any business on whose behalf you are entering into this Agreement; and
4.1.3. all registration and application information you submit is accurate and truthful.
4.2. We reserve the right to ask for proof of age from you, if you are an individual, and your account may be suspended until satisfactory proof of age is provided. We may, in our sole discretion, refuse to offer Website membership and Membership to any applicant and change our eligibility criteria at any time for legal or commercial reasons. This provision is void where prohibited by law and, accordingly, the right to access the Website service and to apply for Website membership and Membership is revoked in those jurisdictions.
4.3. You may become a Website Member once only and hold one Membership only at any time. You must not attempt to create multiple Website Membership's for yourself by using different e-mail addresses or other identification information.
5.1. purplepedia.com offers Website members, with Membership, the opportunity to reserve a single word and/or a combination of words, where applicable, which are used in search enquiries by web users using search tools on the Internet (each a "Keyword"), to create content, where applicable, in the English language related to the reserved Keyword(s), which, subject to our approval, will be published on the Website on a dedicated web page (a "Keyword Article"), to be allocated Sponsorship Advertising Slot(s) (defined below at section 11.3) on purplepedia.com web page(s), where applicable, along with third party advertising from an Advertising Partner (defined below at section 8.1) and third party advertising from the Sponsorship Partner (defined below at section 10.1), and to be rewarded with either a share of the Advertising Partner Revenue Sharing (defined below at section 9), if any, generated by the Advertising Partner advertising or with a share of the Sponsorship Partner Revenue Sharing (defined below at section 11), if any, generated by the Sponsorship Partner advertising, on that Keyword Article, subject to the terms and conditions of this Agreement and the Membership category to which the Website Member belongs ("Membership").
5.2. To be eligible to reserve a Keyword ("Keyword Reservation"), you must first complete our membership registration process, execute this Agreement and be accepted by us as a Website member. Membership has one or more membership categories, each with its own specific options and conditions of membership. As a new Website Member you will be entitled to apply for one of the Membership categories.
5.3. Once you have executed this Agreement and we have accepted you to join a Membership category, you must either pay a fee upfront to reserve Keywords ("Keyword Reservation Fee"), if applicable or you must pay a fee upfront to reserve Sponsorship Advertising Slot(s) (“Sponsorship Advertising Slot Reservation Fee”), if applicable. In return for your Keyword Reservation Fee, you will be entitled to create content relating to your Keyword(s), subject to the conditions of your Membership category. In return for your Sponsorship Advertising Slot Reservation Fee, we will allocate a Sponsorship Advertising Slot on a Keyword Article web page (“Sponsorship Advertising Slot Allocation”) which corresponds to your Keyword Reservation and contains content supplied by you, subject to the conditions of your Membership Category. Your Membership will last until the period prescribed by your Membership category or terminated by you or us under this Agreement. Your Keyword Reservation will last for the period prescribed by your Membership category. Your Sponsorship Advertising Slot will last for the period defined by your Membership Category. For more information on Keyword Reservation Fees, Membership Categories and Keyword Reservation Fees
5.4. We may, for legal or commercial reasons, allocate to you a different Membership category to the one in your application. For example, a category may no longer be available to new members because it has become fully subscribed.
5.5. If you an individual (and not a business) you have rights under the Consumer Protection (Distance Selling) Regulations 2000 (the "Distance Selling Regulations") and can cancel your Membership in writing up to seven working days after the date of our e-mail notifying you of your Membership (the "Cooling-off Period") and you will receive a full refund of any Keyword Reservation Fees, if applicable, or Sponsorship Advertising Slot Reservation Fees, if applicable, we have received from you unless agreed otherwise in writing. Working days do not include Saturdays, Sundays and public holidays. You hereby agree that we may start to provide the Membership services in relation to your Keywords, Keyword Reservation Fees, Sponsorship Advertising Slots and Sponsorship Advertising Slot Reservation Fees, before the Cooling-off Period ends. Accordingly, you agree that your legal right to cancel this contract and receive a full refund under the Distance Selling Regulations starts from the date of our email notifying you of your Membership and ends on the date when we begin to provide the services to you. Details of your legal right to cancel the contract under the Distance Selling Regulations will be set out in our email notification. Advice about the Distance Selling Regulations is also available from your local Citizens' Advice Bureau or Trading Standards office. Notification of Membership cancellation by you must be made in writing and e-mailed to: email@example.com
5.6. On cancellation of your Membership by you, all of your rights and benefits as a Member under terms of the Membership category held, will end with immediate effect. No refunds of fees paid, including any Keyword Reservation Fees and Sponsorship Advertising Slot Reservation Fees, will be made by the Website outside of the Cooling-off Period.
5.7. You acknowledge that it is solely your choice to apply for Membership. You understand that reserving a Keyword, paying a Keyword Reservation Fee or supplying content related to any Keyword you have reserved, if applicable, does not give you rights of any kind in or to QI People Limited, purplepedia.com, the Website, any Keyword, any Sponsorship Advertising Slot or any Advertising Partner, or any Sponsorship Partner, including without limitation any ownership, equity, shares, control, or distribution rights, and that we shall be free to solicit other funding for the advertising, for sponsorship, enter into agreements for membership, allocate rights and membership in or to any Advertising Partner Revenue or to any Sponsorship Partner Revenue, and otherwise direct the Website and Membership Platform in our sole discretion. You further understand that nothing in this Agreement or otherwise limits our rights to enter into agreements or business relationships relating to the Website or to advertising campaigns.
Accessing Our Membership Platform
5.8. After you have executed this Agreement, you will be required to set up a password for access to the Website's Membership Platform or you can link your Facebook, Twitter, Google+ or LinkedIn account (the "Social Media Account") to your Membership Platform account (5.9). Your password must conform to the Website's password policy (https://www.purplepedia.com/passwordpolicy). Once you have done this, you can log onto the Website's Membership Platform using: (i) your username (your email address) and the password you set up during your registration for membership; and (ii) the link sent to you in the e-mail. Your username and password are personal to you and are not transferable. As long as the correct username and password are entered, we will assume that you are the person conducting activity on the Membership Platform. You must not share your username or password with anyone else, and, if you do so, you will be fully responsible for all actions on the Membership Platform by the person with whom you share them and by any other person with whom that person shares them, and we will not be liable to you for any losses, damages or costs arising from you sharing your username or password. You should note that we may terminate or suspend your access to the Membership Platform if we have reasonable grounds to believe you are in breach of this Agreement. Your username and password are the methods we use to identify you and so you must keep them secure at all times. You must notify us immediately if you learn or suspect that the security of your username or password may have been breached. If we receive such a notification from you or we determine that the security of your username or password may have been breached, you will not be able to access the Membership Platform until measures have been taken to verify your identity.
Linking a Social Media Account to a Membership account
5.9. You may elect to link your Social Media Account to your purplepedia.com's Membership account. By linking your Social Media Account to your Membership account, you only need to log into the Social Media Account linked to your Membership account, to have access to the Membership platform. Linking your Social Media Account to your Membership account can be done during the registration process, after you have entered your personal details and accepted this agreement. You will then have the option of either choosing a password (5.8) for your Membership account or you can choose to link your Social Media Account to your Membership account. By clicking one of Social Media Account options of 'Sign up with Facebook', 'Sign up with Twitter', 'Sign up with Google+' or 'Sign up with LinkedIn', you will be taken to the corresponding Social Media Account website and if not already logged onto your Social Media Account, you will be asked to login. Your Social Media Account will ask you to accept linking to the 'Purplepedia Membership' application. By accepting to link your Social Media Account, you will accept linking your Social Media Account to your account on the purplepedia.com's Membership Platform. Once you have done this, you can log onto the Website's Membership Platform using: (i) your Social Media Account username and your Social Media Account password of the Social Media Account account you linked to your Membership account during your registration for membership; and (ii) the link sent to you in the e-mail. Your Social Media Account username and password are personal to you and are not transferable. As long as the correct Social Media Account account username and password of the Social Media Account account linked to your Membership account are entered, we will assume that you are the person conducting activity on the Membership Platform. You must not share your Social Media Account username or password with anyone else, and, if you do so, you will be fully responsible for all actions on the Membership Platform by the person with whom you share them and by any other person with whom that person shares them, and we will not be liable to you for any losses, damages or costs arising from you sharing your username or password. You should note that we may terminate or suspend your access to the Membership Platform if we have reasonable grounds to believe you are in breach of this Agreement. Your Social Media Account username and password are the methods we use to identify you and so you must keep them secure at all times. You must notify us immediately if you learn or suspect that the security of your Social Media Account username or password may have been breached. If we receive such a notification from you or we determine that the security of your Social Media Account username or password may have been breached, you will not be able to access the Membership Platform until measures have been taken to verify your identity.
5.10. When you have successfully registered as a Member on our Membership Platform (as at section 5.8 or 5.9) you will be given the opportunity to claim a single Keyword and reserve this Keyword (the "Keyword Reservation").
5.11. Each Keyword is and shall remain the property of purplepedia.com at all times. All intellectual property rights and all other rights in a Keyword are owned by purplepedia.com. We hereby grant you a licence to use each Keyword reserved by you, in accordance with the terms of this Agreement. This licence shall terminate automatically on termination of your Membership for any reason, or if we reasonably believe you are in breach of clause 5.13. On termination of this licence for any reason, we shall be entitled to offer any such Keyword to other Website Members.
5.12. You can make up to a maximum of five Keyword Reservations by creating a Keyword Article for each Keyword Reservation and then submitting the Keyword Article for approval by us in our absolute discretion, subject to these terms and conditions.
5.13. We may, in our absolute discretion and at any time, reject your reservation of any Keyword or Keywords or word or words selected by you as a Keyword or Keywords, if we consider that they are unacceptable as they are or may be: (a) defamatory of any person; (b) obscene, offensive, hateful or inflammatory; (c) sexually explicit or promoting sexually explicit material; (d) promoting violence; (e) promoting discrimination based on race, sex, religion, nationality, disability, sexual orientation or age; (f) infringing any copyright, database right or trade mark of any other person; (e) likely to deceive any person; (g) being made in breach of any legal duty owed to a third party, such as a contractual duty or a duty of confidence; (h) promoting any illegal activity; (i).threatening, abusing or invading another's privacy, or causing annoyance, inconvenience or needless anxiety; (j) likely to harass, upset, embarrass, alarm or annoy any other person; (k) used to impersonate any person, or to misrepresent your identity or affiliation with any person; (l) giving the impression that they emanate from us, if this is not the case; or (m) advocating, promoting or assisting any unlawful act such as (by way of example only) copyright infringement or computer misuse.
5.14. You must not re-sell, assign, or allow or suffer another person or persons to use or to provide or upload content in respect of, any Keyword you have reserved which has been assigned to you.
5.15. We may, in our absolute discretion at anytime, allow other members to reserve the same Keywords as you and to produce Content which will be displayed as an alternative to any Content published by a Member.
Sponsorship Advertising Slot and paying for Sponsorship Advertising Slot Reservation
5.16. When you have successfully registered as a Member on our Membership Platform (as at section 5.8 or 5.9), reserved a Keyword (as at section 5.10, 5.11, 5.12, 5.13, 5.14 and 5.15), supplied Content (as at section 6 and section 7) and had both Keyword and Content accepted by the Website, you will be assigned a Sponsorship Advertising Slot corresponding to the webpage where your Keyword and Content are hosted by the Membership Platform, subject to being a Member of a Membership category which allows Sponsorship Advertising Slot Reservation.
5.17. Each Sponsorship Advertising Slot is and shall remain the property of purplepedia.com at all times. All intellectual property rights and all other rights in a Sponsorship Advertising Slot are owned by purplepedia.com. We hereby grant you a licence to use each Sponsorship Advertising Slot reserved to you, in accordance with the terms of this Agreement.
5.18. This licence shall terminate automatically on termination of your Membership for any reason, or if we reasonably believe you are in breach of clause 5.13 or 5.17. On termination of this licence for any reason, we shall be entitled to offer any such Sponsorship Advertising Slot to other Website members.
5.19. You must not re-sell, assign, or allow or suffer another person or persons to use a Sponsorship Advertising Slot which has been allocated to you.
5.20. We may, in our absolute discretion at anytime, allow Sponsorship Advertising Slots to be displayed on other web pages which have the same Keywords as your web page.
6. Supplying Content
6.1. Once we have approved a Keyword Reservation, you will then be able to create content related to the reserved Keywords (each item of content being a "Keyword Article") subject to being a Member of a Membership category which allows Keyword Reservation and supply of content. Each Keyword Article must be created using the authoring tools provided on the Membership Platform and shall be subject to our prior approval and our Acceptable Use Policy, https://www.purplepedia.com/acceptableusepolicy, which forms part of this Agreement.
6.2. All content on the Website, including that supplied by you, will be owned by the Website, including all intellectual property rights, including copyright.
6.3. Supplying, editing and storing your content and Keyword Articles on the Website and our systems are done at your sole risk and we shall not responsible or liable for them in any way. You are strongly advised to make your own copy of your content and Keyword Articles, for example, by using your own word processing software to create your content and Keyword Articles and then paste them into our authoring tools, before submission to us. As we do not provide any spell checking or grammar checking, you should either use your word processing software to do this, or use our authoring tools in a web browser which provides spell checking.
7. Uploading Material to the Website
7.1. Whenever you make use of a feature that allows you to upload material, including content, Keywords and Keyword Articles (together "Material") to the Website you must comply with the content standards set out in our Acceptable Use Policy, https://www.purplepedia.com/acceptableusepolicy. You warrant that any such contribution does comply with those standards, and you agree to indemnify us for any breach of that warranty.
7.2. Any Material that you upload to the Website will be considered non-confidential and non-proprietary, and we have the right to use, copy, distribute and disclose to third parties any such Material for any purpose. We also have the right to disclose your identity to any third party who is claiming that any Material posted or uploaded by you to the Website constitutes a violation of their intellectual property rights, or of their right to privacy.
7.3. We will not be responsible, or liable to any third party, for the content or accuracy of any Material posted by you or any other user of the Website.
7.4. We have the right to reject or remove any Material or posting you submit to us or make on the Website and ask you to amend it if, in our opinion, such Material or posting does not comply with the content standards set out in our Acceptable Use Policy, https://www.purplepedia.com/acceptableusepolicy or is in breach of any legislation, regulations, codes of practice and conduct or standards applicable to the Material or posting.
7.5. You agree to indemnify us against all damages, losses and expenses arising as a result of any action or claim that any Material provided by or on behalf of you infringes any intellectual property rights of a third party.
7.6. You must adhere to the minimum and maximum numbers of words specified by us from time to time for a Keyword Article, otherwise our authoring tools will not allow submission. Keyword Article Requirements.
8. Advertising Partners
8.1. We reserve the right to choose and change at any time advertising partners (each an "Advertising Partner") who supply the advertising from third parties to us, as part of their advertising programmes used by us, for commercial or legal reasons. We reserve the right to use multiple Advertising Partners.
8.2. We reserve the right to change any strategy for advertising ("Advertising Strategy") for commercial or legal reasons without prior notice. We will make reasonable attempts to notify you of any changes to the Advertising Strategy.
8.3. We shall not be liable for any loss incurred by you as a result of any changes in the Advertising Strategy or Advertising Partner(s). You agree and undertake to adhere to the terms and conditions of the advertising programmes supplied by the Advertising Partner(s) on the Website. Following execution of this Agreement, we will notify you by e-mail about how to register with the Advertising Partner and they will provide you with their terms and conditions when you register with them, subject to you being a Member of Membership category which allows this.
8.4. We shall not be liable if you fail to adhere to the terms and conditions of the Advertising Partner(s), including where you become banned from any advertising programme run by the Advertising Partner(s).
8.5. We shall not be liable to rectify any issues or disputes between you and the Advertising Partner(s).
8.6. We shall not be liable to make any refunds of Keyword Reservation Fees or any other fees paid if, in our reasonable opinion, you fail or have failed to adhere to any of the terms and conditions of the Advertising Partner(s) and their advertising programme.
9. Advertising Partner revenue sharing
9.1. Any sharing of Advertising Partner revenue (the "Advertising Partner Revenue Sharing") is only available to you as a Member who holds a valid and current Membership with us.
9.2. Advertising Partner Revenue Sharing will be subject to the terms and conditions of this Agreement and the Membership category that you have joined.
9.3. The opportunity to receive Advertising Partner Revenue Sharing is deemed to begin 45 (forty-five) days after the date when your Keyword Article has been published on the Website.
9.4. We offer no guarantees to you that any Advertising Partner Revenue Sharing will be generated and delivered at any time or that it will be satisfactory to you and as such we shall not be liable if Advertising Partner Revenue Sharing fails to meet your expectations.
9.5. Nothing in this Agreement or otherwise obliges or requires us or the Advertising Partners to make any payment to you if no Advertising Partner Revenue Sharing is generated.
9.6. We shall take reasonable steps to provide the Website services but we shall not be liable if your share of any Advertising Partner Revenue Sharing is affected by the Website not functioning in whole or in part at any time or if the Website is not available or if an Advertising Partner fails to provide advertising to us.
9.7. Advertising Partner Revenue Sharing will be paid directly to you by the Advertising Partner when your participating code in the Advertising Partner's advertising programme is added by us to the reserved Keyword Article page.
9.8. We shall not be liable for any errors or omissions in relation to any payments of Advertising Partner Revenue Sharing paid or payable directly by the Advertising Partner to you.
9.9. Any errors or omissions in relation to any Advertising Partner Revenue Sharing payments paid or payable directly by us to you must be notified by you to us at: firstname.lastname@example.org, within 14 (fourteen) days of payment, otherwise the payment stands.
9.10. There are no refunds, if any of any Keyword Reservation Fees, that we have received from you (except during the Cooling-off Period) if you fail to achieve Advertising Partner Revenue Sharing or your expected level of Advertising Partner Revenue Sharing.
9.11. No other advertising revenue, other than Advertising Partner Revenue Sharing generated by advertisements, which contain the Member's unique advertising codes obtained from the Advertising Partner, is allowed. The advertisements, along with their positions which provide Advertising Partner Revenue Sharing for Members for the Membership categories, are highlighted here Members Advert Positions.
10. Sponsorship Partners
10.1. We reserve the right to choose and change at any time Sponsorship Partners (each a "Sponsorship Partner") who sponsor us directly, for commercial or legal reasons. We reserve the right to use multiple Sponsorship Partners.
10.2. We reserve the right to change any strategy for Sponsorship Advertising ("Sponsorship Advertising Strategy") for commercial or legal reasons without prior notice. We will make reasonable attempts to notify you of any changes to the Sponsorship Advertising Strategy.
10.3. We shall not be liable for any loss incurred by you as a result of any changes in the Sponsorship Advertising Strategy or Sponsorship Partner.
11. Sponsorship Advertising revenue sharing
11.1. Any sharing of Sponsorship Partner revenue (the "Sponsorship Partner Revenue Sharing") is only available to you as a Member who holds a valid and current Membership with us.
11.2. Sponsorship Partner Revenue Sharing will be subject to the terms and conditions of this Agreement and the Membership category that you have joined.
11.3. Sponsorship Partner Revenue Sharing will only be available from a Keyword Article Page which contains advertising blocks (each a “Sponsorship Advertising Slot”). For more information on Sponsorship Advertising Slots and Sponsorship Advertising Slot Reservation Fees, Sponsorship Advertising Slots.
11.4 Depending on the category of Membership held by the member, a Sponsorship Advertising Slot will be allocated to the Member on the Keyword Article Page associated with them, that is, where they have chosen the Keyword for the Keyword Article Page. For more information on Sponsorship Advertising Slots, Sponsorship Advertising Slots.
11.5 Where multiple Sponsorship Advertising Slots appear on the same Keyword Article Page, Sponsorship Advertising Slots may be combined to show a single advertisement from a Sponsorship Partner and any Sponsorship Partner Revenue Sharing split with the Members whose allocated Sponsorship Advertising Slots are used to show the single advertisement.
11.6. The opportunity to receive Sponsorship Advertising Revenue Sharing is deemed to begin 1 (one) day after the date when the Keywords have been published on the Website and a Sponsorship Advertising Slot has been allocated to the Member with a valid Sponsor Partner included in the Sponsorship Advertising Slot.
11.7. We offer no guarantees to you that any Sponsorship Advertising Revenue Sharing will be generated and delivered at any time or that it will be satisfactory to you and as such we shall not be liable if Sponsorship Advertising Revenue Sharing fails to meet your expectations.
11.8. We reserve the right to take a percentage of the Sponsorship Advertising Revenue Sharing payable to the Member. The percentage taken, if any, will be listed in the details of the Membership category held by the Member.
11.9. Nothing in this Agreement or otherwise obliges or requires us or the Sponsorship Partners to make any payment to you if no Sponsorship Advertising Revenue Sharing is generated.
11.10. We shall take reasonable steps to provide the Website services but we shall not be liable if your share of any Sponsorship Advertising Revenue Sharing is affected by the Website not functioning in whole or in part at any time or if the Website is not available or if an Sponsorship Partner fails to provide Sponsorship Advertising to us.
11.11. We will pay Sponsorship Advertising Revenue Sharing directly to you when you participate in Sponsorship Advertising Programmes run by us. Members must have a valid paypal account to receive payments from purplepedia.com. Members will receive a net payment after all costs incurred using paypal including but not limited to currency conversions, transaction fees, value added tax (VAT) and payment fees, have been deducted by paypal from the final payment paid. We shall not be liable for any of these paypal fees and costs.
11.12. We shall not be liable for any errors or omissions in relation to any payments of Sponsorship Advertising Revenue Sharing paid to you.
11.13. Any errors or omissions in relation to any Sponsorship Advertising Revenue Sharing payments payable directly by us to you must be notified by you to us at: email@example.com, within 14 (fourteen) days of payment, otherwise the payment stands.
11.14. There are no refunds of any Keyword Reservation Fees, that we have received from you (except during the Cooling-off Period) if you fail to achieve Sponsorship Advertising Revenue Sharing or your expected level of Sponsorship Advertising Revenue Sharing.
11.15. No other advertising revenue, other than Sponsorship Advertising Revenue Sharing generated by the Member's allocated Sponsorship Advertising Slots, is allowed. The Sponsorship Advertising, along with their positions which provide Sponsorship Advertising Revenue Sharing for Members for the Membership categories, are highlighted here Sponsorship Advertising Slots.
12. No Advice
12.1. We do not give advice about any aspect of matters conducted through the Website and the Membership Platform, other than advice on the technical use of the Website and the Membership Platform. This means, among other things, that we cannot give you any investment, legal, taxation or other advice in connection with your membership, the Advertising Partners, Sponsorship Partners, the third party advertising, the third party sponsorship advertising or any Membership. If you want or need advice, you should consult an appropriate professional financial, legal, taxation or other adviser.
13.1. We make no representations regarding the deductibility of any Membership, Keyword Reservation Fee for tax purposes. Please consult a suitably qualified tax advisor for more information. You shall be liable for any taxes or similar liabilities, due if at all in relation to any Advertising Revenue or Sponsorship Advertising Revenue Sharing paid to you.
14.1. Any share of Advertising Revenue or Sponsorship Advertising Revenue Sharing may be subject to dilution. This means that if, at a later date, we raise additional membership for web pages hosting third party advertising and/or sponsorship advertising on the Website, we will create new categories of Membership available to new members, and the amount of the Advertising Revenue and/or Sponsorship Advertising Revenue Sharing will be shared between a greater number of members.
Your Liability to Us
15.1. You shall be liable to us for any loss or damage suffered by us as a result of any breach of this Agreement or any other agreement which you enter into with us, or of any fraudulent use of the Website.
Our Liability to You
15.2. We shall be liable to you for any loss or damage which you may suffer as a result of being a Member or using the Membership Platform to the extent that such loss or damage arises from our breach of this Agreement or was the direct result of gross negligence, wilful default or fraud by us.
15.3. Notwithstanding the foregoing, we shall not be liable to you for any loss or damage in respect of any matter for which liability is expressly excluded under this or any other agreement relating to the Website, or arising out of or in connection with any error or inaccuracy in the data entered by you or another Website Member or any misrepresentation or wilful misconduct or any other act of another Website member. We shall not be liable to you for any indirect, consequential, special or punitive loss, damage, cost or expense, unforeseeable losses or damages, loss of profit, loss of business, lost or wasted management time or time of other employees, loss of reputation, depletion of goodwill or loss, damage or corruption of data.
15.4. Our liability to you for any loss or damage arising out of or in connection with this Agreement your Membership shall be limited to no more than the amount received from you in respect of Keyword Reservation Fees, if any (without regard to any subsequent payments to you of Advertising Revenue or Sponsorship Advertising Revenue Sharing in respect of that Membership). Nothing in this Agreement shall limit our liability for personal injury or death, fraud or any other liability the exclusion or limitation of which is not permitted by applicable law or regulation.
16. Commencement and Duration
16.1. This Agreement shall commence on the date that you confirm your acceptance of these terms and conditions and shall continue, unless terminated earlier in accordance with section 17 or cancelled under section 5.5 , until the date on which your Membership terminates for whatever reason, in which event this Agreement shall terminate automatically without notice.
Termination by You
17.1. If you no longer wish to be a Member of the Website, you may terminate your membership and this Agreement at any time by notifying us using the notification process set out in section 20.
Termination by Us
17.2. We may terminate your Website membership and this Agreement at any time and for any reason or no reason. If we do so, we will notify you by e-mail about such termination, except in the circumstances of section 17.3.
17.3. If you are an individual and we receive proof of your death, which is satisfactory in our reasonable opinion, your membership will terminate automatically.
17.4. If you are a business or corporate entity and you are become insolvent or in our reasonable opinion you are likely to become insolvent, we will terminate your membership under section 17.2.
Consequences of Termination
17.5. If your Website membership and this Agreement are terminated under sections 17.1, 17.2 or 17.3, you (or your legal representative) will not be entitled to participate in the Membership activity and will not be eligible for Advertising Revenue or Sponsorship Advertising Revenue Sharing from the date of termination. If there is any share of Advertising Revenue or Sponsorship Advertising Revenue Sharing due to you at the time of such termination, you, or your legal representative in the event of your death if you are an individual, will be notified by us or the Advertising Partner, depending on which of us is liable to make the payment and the payment will be sent, in the following 28 (twenty-eight) days to the account you have set up and notified to us to receive any payments of Advertising Revenue or Sponsorship Advertising Revenue Sharing. Any Keyword Reservation Fees shall not be refunded (unless this Agreement is cancelled by you in accordance with section 5.5).
17.6. Other than as set out in this Agreement, neither party shall have any further obligation to the other under this Agreement after its termination.
17.7. Any provision of this Agreement which expressly or by implication is intended to come into or continue in force on or after termination of this Agreement shall remain in full force and effect.
17.8. Termination of this Agreement, for any reason, shall not affect the accrued rights, remedies, obligations or liabilities of the parties existing at termination.
18. Communications about the Website
18.1. We may, from time to time, send you e-mails with information about the Website's activity, including new Advertising campaigns, new Sponsorship Advertising campaigns and Advertising Partners and Sponsorship Partners. Any e-mail we send you about the Website does not constitute advice or a recommendation to participate in any of the membership or Membership activities on the Website. We may also, from time to time, send you e-mails about your Website membership, your Membership, our business, this Agreement or other matters that we reasonably believe are relevant to you. We will do our best to ensure that these e-mails are relatively infrequent, but we may send you such e-mails at our discretion.
19.1. If you have a complaint about any aspect of the Website, including this Agreement, your Membership and the Membership Platform, you should report it to us immediately by sending an e-mail from the e-mail address in which your membership is registered to firstname.lastname@example.org. We will send you our initial response within seven days after we receive your e-mail, and our response will advise that (i) it is our final response or (ii) we are investigating the matter further. If we are investigating the matter further, we will send you a final response within eight weeks after we receive your e-mail. To understand your complaint, we may need to ask you questions and we will send these, together with any response we give, by e-mail to the e-mail address in which your Website membership is registered.
Notices from You to Us
Notices from Us to You
20.2. Any notice from us to you in respect of this Agreement, your Website membership or use of the Website may be given to you either through the Website where such notice is intended for all or a significant number of members, or in respect of notices for you specifically, by e-mail to the e-mail address with which you registered for Website membership or by post or courier to the physical address set out in your registration application.
Receipt of Notices
20.3. Notices given under this Notices section, through the Website or by e-mail shall be deemed received by the recipient upon despatch. Notices given under this Notices section by post or courier shall be deemed received by the recipient two working days after despatch.
Language of Notices
20.4. All notices given under this Agreement shall be in the English language.
21. Financial Services Compensation Scheme
21.1. You will not be able to claim under the Financial Services Compensation Scheme established by the Financial Services Authority in the United Kingdom in the event that purplepedia.com or QI People Limited or any Advertising Partner or any Sponsorship Partner fails.
22.1. This Agreement shall be deemed duly executed and shall become effective and binding on you and us when you accept it by clicking the button marked "Register" in the Sign Up section of this Agreement if you accept it OR by clicking any of the social media sign up buttons in the Social Account Sign Up such as "Sign Up with Facebook", "Sign Up with Twitter", "Sign Up with Google" and "Sign Up with LinkedIn" if you accept it.
23. No Waiver
23.1. If either you or we fail to exercise any right or remedy contained in this Agreement that does not mean you or we (as applicable) have waived that right or remedy and so shall not be construed as a waiver.
24. Force Majeure
24.1. We shall not be in breach of this Agreement if there is, and shall not be liable or have responsibility of any kind for any loss or damage incurred by you as a result of, any total or partial failure, interruption or delay in performance of our duties and obligations occasioned by any act of God, fire, act of government, state, governmental or supranational body or regulatory authority or war, civil commotion, terrorism, failure of any computer dealing system, interruptions of power supplies, labour disputes of whatever nature or any other reason (whether or not similar in kind to any of the above) beyond our reasonable control.
25. No Partnership or Agency
25.1. purplepedia.com and the Member are independent contractors, and no agency, partnership, joint venture or employee-employer relationship is intended or created by this Agreement. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches.
26.1. We reserve the right to assign this Agreement, and to assign or subcontract any or all of our rights and obligations under this Agreement. You may not without our prior written consent assign or dispose of this Agreement, nor subcontract any of your rights and obligations under it.
27. Third Party Rights
27.1. A person who is not a party to this Agreement shall not have any rights under the Contracts (Rights of Third Parties) Act 1999 to rely on or enforce any term of this Agreement.
27.2. The rights of the parties to terminate, rescind or agree any variation, waiver or settlement under this Agreement are not subject to the consent of any other person.
28.1. If any of the terms and conditions of this Agreement should be determined to be invalid, illegal or unenforceable for any reason by any court of competent jurisdiction then such term or condition shall be severed and the remaining terms and conditions shall survive and remain in full force and effect and continue to be binding and enforceable. This clause on "Severance" shall apply only within jurisdictions where a particular term is illegal.
29.1. This Agreement is drafted in the English language. If this Agreement, and any other agreements or policies or conditions connected with it, is translated into any other language, the English language text shall prevail.
30. Entire Agreement
30.2. No oral explanation or oral information given by any party will alter the interpretation of this Agreement.
31. Conflict with Other Agreements
32.1. All disclaimers, indemnities and exclusions in this Agreement shall survive termination of the Agreement for any reason, as shall any other provisions of this Agreement that by their nature are intended to survive such termination.
33. Governing Law and Jurisdiction
33.1. This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales.
33.2. The English courts will have exclusive jurisdiction over any claim arising from, or related to, this Agreement although we retain the right to bring proceedings against you for breach of these terms and conditions in your country of residence or any other relevant country.