This Agreement was last modified on November 03, 2015.
References in these Terms to “us”, “our” and “we” shall be construed as references to DST. This Agreement sets forth the legally binding terms and conditions for your use of the Website and our Tools.
By accessing or using the Website or our Tools in any manner, including, but not limited to, visiting or browsing the Website or our Tools or contributing content or other materials to the Website or our Tools, you agree to be bound by these Terms and Conditions. Capitalized terms are defined in this Agreement.
Your particular attention is drawn to Section 12 of these Terms which sets out the limitation on our liability.
If you refuse to accept these Terms, we will not accept your application for registration and you will not be permitted to use the Website or our Tools.
1 About the Website or our Tools
1.1 The primary purpose of the DST service offered through the Website or our Tools is to assist those engaged in the business of arbitrage by providing information in relation to the significant price difference in a wide range of goods between their supplier price and their retail price within online markets.
1.2 In order to be able to use the Website or our Tools, you will be required to register with us as outlined in Section 2 below and pay the subscription fees as outlined in Section 4 below.
1.3 By registering and subscribing to use the Website or our Tools, you accept these Terms in full; accordingly, if you disagree with these Terms or any part of these Terms, you will not be permitted to use the Website or our Tools.
2 Eligibility, Registration and Accounts
2.1 To be eligible for registration to be able to use the Website or our Tools you must be:-
2.1.1 at least 18 years old; and
2.1.2 if you are applying for registration to use the Website or our Tools in the course of a business (including as, or on behalf of, a sole trader, a partnership, a company or other legal entity) (“Business User”), you must be duly authorised to act on behalf of that relevant Business User,
and in applying for registration to use the Website or our Tools, you warrant to us that you satisfy these criteria.
2.2 You may register for a user account with the Website or our Tools (“User Account”) by completing and submitting the User Account registration form on the Website or our Tools and providing payment details through our payment provider. This will require you to provide a valid email address and choose a password for your User Account. Once you have submitted your application, and your payment approved, you will be sent an email to your nominated email account to will confirm payment and your User Account registration
2.3 You must keep your password for your User Account confidential and you must notify us in writing immediately if you become aware of:-
2.3.1 any disclosure of your password; and / or
2.3.2 any unauthorised use of your User Account,
and, for the avoidance of doubt you shall be are responsible for any activity on the Website or our Tools arising out of any failure to keep your password confidential, and may be held liable for any losses arising out of such a failure.
2.4 You must not:-
2.4.1 use any other person’s User Account to access the Website or our Tools; and / or
2.4.2 use your User Account in connection with the impersonation of any other person.
3 Licence to use the Website or our Tools
3.1 Following your registration to use the Website or our Tools, you may:
3.1.1 view pages from the Website or our Tools in a web browser;
3.1.2 download pages from the Website or our Tools for caching in a web browser; and
3.1.3 print pages from the Website or our Tools,
subject to the other provisions of these Terms.
3.2 Except as expressly permitted by Section 3.1 or the other provisions of these Terms, you must not download any material from the Website or our Tools or save any such material to your computer.
3.3 You may only use the Website or our Tools for your own personal and business purposes, and you must not use the Website or our Tools for any other purposes.
3.4 Except as expressly permitted by these Terms, you must not edit or otherwise modify any material on the Website or our Tools.
3.5 Unless you own or control the relevant rights in the material, you must not:
3.5.1 republish material from the Website or our Tools (including republication on another website);
3.5.2 sell, rent or sub-license material from the Website or our Tools;
3.5.3 show any material from the Website or our Tools in public;
3.5.4 exploit material from the Website or our Tools for a commercial purpose; or
3.5.5 redistribute material from the Website or our Tools.
3.6 We reserve the right to restrict access to areas of the Website or our Tools, or indeed our whole Website, at our discretion; you must not circumvent or bypass, or attempt to circumvent or bypass, any access restriction measures on the Website or our Tools.
4.1 The subscription fees payable for you to be able to access the services offered through the Website or our Tools will be as set out on the Website or our Tools from time to time. Payments are charged at the beginning of a subscription. If your payment is declined, we will attempt to charge the payment three days later. If second attempt is declined the subscription will be cancelled and service will be suspended. Until you cancel, billing will continue automatically each month.
4.2 The subscription fees payable in respect of your first month’s subscription shall be collected at the beginning of a subscription period. Thereafter, but without prejudice to your right of cancellation contained in Section 5 of these Terms, the applicable subscription fees will be collected on a monthly basis by subscription based billing from the bank account or credit card that you have nominated in your registration application (or such other account as you may from time to time specify to us), after the first month and monthly thereafter.
We reserve the right to vary our subscription fees from time to time and we will notify you in accordance with Section 16 of these Terms if we do so. For the avoidance of doubt, any variation to our fees will not affect the fees that you have previously paid to us.
4.3 All amounts stated in these Terms or on the Website or our Tools are stated exclusive of VAT or Sale Tax.
4.4 We may from time to time vary the benefits associated with a subscription by posting a new subscription description on the Website or our Tools.
4.5 It is your responsibility to cancel your subscription – by doing so with the payment provider that you organised payment with. Please note that sending an email request for cancellation does not count as a cancellation. If you choose to cancel, your subscription will expire thirty (30) days from the last processed payment (the end of the billing cycle). Any amounts paid prior to your cancellation will not be refunded. In the case of Annual Subscriptions, a one-year commitment and full payment up front is required in order to qualify for the discounted rate. Annual accounts cancelled prior to the end of the subscription period are terminated at the beginning of the next Billing Cycle Date for the account. Prorated refunds will not be granted.
4.6 If you make an unjustified credit card, debit card or other charge-back then you will be liable to pay us, within 14 days following the date of our written request:
4.6.1 an amount equal to the amount of the charge-back;
4.6.2 all third party expenses incurred by us in relation to the charge-back (including charges made by our or your bank or payment processor or card issuer); and
4.6.3 all our reasonable costs, losses and expenses incurred in recovering the amounts referred to in this Section 4.7 (including without limitation legal fees and debt collection fees),
and for the avoidance of doubt, if you fail to recognise or fail to remember the source of an entry on your card statement or other financial statement, and make a charge-back as a result, this will constitute an unjustified charge-back for the purposes of this Section 4.7.
4.7 If you owe us any amount under or relating to these Terms, we may suspend or cancel your User Account in accordance with Section 5.1 of these Terms.
4.8 We may at any time set off any amount that you owe to us against any amount that we owe to you, by sending you written notice of the set-off.
5 Termination and suspension of User Account
5.1 We may terminate your access to the Website or our Tools, without cause or notice, which may result in the forfeiture and destruction of all information associated with you. All provisions of this Agreement that by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.
6 Acceptable use and content
6.1 You warrant and represent that your use of the Website or our Tools and the content that you may from time to time upload will comply with these Terms.
6.2 You must not:-
6.2.1 use the Website or our Tools in any way or take any action that causes, or may cause, damage to the Website or our Tools or impairment of the performance, availability or accessibility of the Website or our Tools;
6.2.2 use the Website or our Tools in any way that is unlawful, illegal, fraudulent or harmful, or in connection with any unlawful, illegal, fraudulent or harmful purpose or activity;
6.2.3 use the Website or our Tools to copy, store, host, transmit, send, use, publish or distribute any material which consists of (or is linked to) any spyware, computer virus, Trojan horse, worm, keystroke logger, rootkit or other malicious computer software;
6.2.4 conduct any systematic or automated data collection activities (including without limitation scraping, data mining, data extraction and data harvesting) on or in relation to the Website or our Tools without our express written consent;
6.2.5 access or otherwise interact with the Website or our Tools using any robot, spider or other automated means
6.2.6 violate the directives set out in the robots.txt file for the Website or our Tools; or
6.2.7 use data collected from the Website or our Tools to share, resell, rebrand, pass on or for any direct marketing activity (including without limitation email marketing, social media marketing SMS marketing, telemarketing and direct mailing).
6.3 Save where expressly permitted on the Website or our Tools (through the provision of hyperlinks or otherwise), you must not use data collected from the Website or our Tools to contact individuals, companies or other persons or entities.
6.4 You must ensure that all the information you supply to us through the Website or our Tools, or in relation to the Website or our Tools, is true, accurate, current, complete and non-misleading.
6.5 Your content must not be illegal or unlawful, must not infringe any person’s legal rights, and must not be capable of giving rise to legal action against any person (in each case in any jurisdiction and under any applicable law).
6.6 Your content, and the use of your content by us in accordance with these Terms, must not:
6.6.1 be libellous or maliciously false;
6.6.2 be obscene or indecent;
6.6.3 infringe any copyright, moral right, database right, trade mark right, design right, right in passing off, or other intellectual property right;
6.6.4 infringe any right of confidence, right of privacy or right under data protection legislation;
6.6.5 constitute negligent advice or contain any negligent statement;
6.6.6 constitute an incitement to commit a crime, instructions for the commission of a crime or the promotion of criminal activity;
6.6.7 be in contempt of any court, or in breach of any court order;
6.6.8 be in breach of racial or religious hatred or discrimination legislation;
6.6.9 be blasphemous;
6.6.10 be in breach of official secrets legislation;
6.6.11 be in breach of any contractual obligation owed to any person;
6.6.12 depict violence, in an explicit, graphic or gratuitous manner
6.6.13 be pornographic, lewd, suggestive or sexually explicit;
6.6.14 be untrue, false, inaccurate or misleading;
6.6.15 consist of or contain any instructions, advice or other information which may be acted upon and could, if acted upon, cause illness, injury or death, or any other loss or damage;
6.6.16 constitute spam;
6.6.17 be offensive, deceptive, fraudulent, threatening, abusive, harassing, anti-social, menacing, hateful, discriminatory or inflammatory; or
6.6.18 cause annoyance, inconvenience or needless anxiety to any person.
7 Your content: licence
7.1 In these Terms, “your content” means all works and materials (including without limitation text, graphics, images, audio material, video material, audio-visual material, scripts, software and files) that you submit to us or the Website or our Tools for storage or publication on, processing by, or transmission via, the Website or our Tools.
7.2 You grant to us a worldwide, irrevocable, non-exclusive, royalty-free licence to use, reproduce, store, adapt, publish, translate and distribute your content in any existing or future media / reproduce, store and publish your content on and in relation to this Website and any successor Website / reproduce, store and, with your specific consent, publish your content on and in relation to the Website or our Tools.
7.3 You grant to us the right to:-
7.3.1 sub-license the rights licensed to us under Section 7.2; and
7.3.2 bring an action for infringement of the rights licensed to us under Section 7.2.
7.4 You hereby waive all your moral rights in your content to the maximum extent permitted by applicable law; and you warrant and represent that all other moral rights in your content have been waived to the maximum extent permitted by applicable law.
7.5 You may edit your content to the extent permitted using the editing functionality made available on the Website or our Tools.
7.6 Without prejudice to our other rights under these Terms, if you breach any provision of these Terms in any way, or if we reasonably suspect that you have breached these Terms in any way, we may delete, un-publish or edit any or all of your content.
8 Report abuse
8.1 If you learn of any unlawful material or activity on the Website or our Tools, or any material or activity that breaches these Terms, please let us know.
8.2 You can let us know by email or by using our abuse reporting form.
9 Limited warranties
9.1 We do not warrant or represent:
9.1.1 the completeness or accuracy of any of the information, content or material published on the Website or our Tools from time to time;
9.1.2 that the information, content or material published on the Website or our Tools is up to date; or
9.1.3 that the Website or our Tools or any service offered through the Website or our Tools will remain available or be interrupted.
9.2 We reserve the right to discontinue or alter any or all of the Website or our Tools services, and to stop publishing the Website or our Tools, at any time in our sole discretion without notice or explanation; and save to the extent expressly provided otherwise in these Terms, you will only be entitled to pro rata compensation of fees paid for the period of unavailability upon the discontinuance or alteration of any Website services, or if we stop publishing the Website or the Website or our Tools.
9.3 To the maximum extent permitted by applicable law, but subject to Section 12.1, we exclude all representations and warranties relating to the subject matter of these Terms, the Website or our Tools and the use of the Website or our Tools.
10 No reliance
10.1 The content on the Website or our Tools is provided for general information only. It is not intended to amount to advice on which you should rely. Your use of our information, products and / or services that may be from time to time posted on the Website or our Tools should be based on your own due diligence, which you undertake and confirm that you have carried out to your entire satisfaction. You agree that we will not liable for any success or failure of your business, acts and / or conduct that is directly or indirectly related to the business and / or the purchase and use of our information, products and / or services that we may from time to time post on the Website or our Tools.
10.2 Whilst we make significant efforts to ensure that we accurately represent the products advertised on the Website or our Tools and their potential for profit, earning statements made by us are merely estimates of what you can possibly earn. Accordingly, there is no guarantee that you will make these levels of income and you accept the risk that the earnings and income statements differ according to individual circumstances. The examples that we may post on the Website or our Tools from time to time are not any form of guarantee, promise, representation and / or assurance as to the level of earnings that you are or may be able to generate by using the Website or our Tools and the scope of our liability is limited accordingly.
10.3 As with any business, your results may vary, and will be based on your individual capacity, business experience, expertise, and level of desire. No guarantees, promises, representations and/or assurances are offered by us in respect of the level of success you may experience. Your level of success in attaining the results claimed depends on the time you devote to your business, your finances, knowledge and various skills, since such skills and factors differ according to individuals.
10.4 We may from time to time post testimonials on the Website or our Tools as examples of exceptional results that may have been generated from use of the Website or our Tools. We wish to make clear, however, these do not, or may not, apply to the average person, and are not to be construed as any form of guarantee, promise, representation and / or assurance that anyone will achieve the same or similar results. We reiterate that each person’s success depends on his, her or its (as appropriate) background, dedication, desire and motivation.
10.5 There is no assurance that examples of past earnings can be duplicated in the future. We cannot guarantee your future results and/or success. There are some unknown risks in business and on the Internet that we cannot foresee which can reduce results. We are not responsible for your actions. Any claims made of actual earnings or examples of actual results can be verified upon request.
11 Third party websites
11.1 The Website or our Tools contains links to websites operated by third parties. The operation and content of those websites are determined by those third parties and will be governed by separate terms and conditions.
11.2 We do not accept responsibility or liability for the content of any third party website, as this is outside of our control and nor do we accept any responsibility for any loss or damage that you may suffer as a result of your use of any third party’s website, which includes, for the avoidance of doubt, any goods that you may purchase through any third party’s website.
11.3 Links are provided for convenience only and inclusion of any links should not be taken to imply endorsement in any way of the Website or our Tools to which it links.
11.4 In order to promote responsible use of the services offered through the Website or our Tools, we advise that you take the following steps when purchasing a product or service from a third party’s website:
11.4.1 read and ensure that you understand the terms and conditions of their website and terms and conditions of any product you might be purchasing from them;
11.4.2 clarify and / or check your understanding of relevant terms and conditions by seeking independent advice, particularly if the proposed transaction is of significant financial value to you; and / or
11.4.3 check that the entity you are dealing with is properly regulated.
11.5 In wishing to be transparent about the nature of the Website or our Tools and its underlying business, we acknowledge that we may, from time to time, receive affiliate revenue by posting links to third party websites on the Website or our Tools.
12 Limitations and exclusions of liability
12.1 Nothing in these Terms will:
12.1.1 limit or exclude any liability for death or personal injury resulting from negligence;
12.1.2 limit or exclude any liability for fraud or fraudulent misrepresentation;
12.1.3 limit any liabilities in any way that is not permitted under applicable law; or
12.1.4 exclude any liabilities that may not be excluded under applicable law,
and, if you are using the Website or our Tools otherwise than as or on behalf of a Business User, your statutory rights will not be excluded or limited by these Terms, except to the extent permitted by law.
12.2 The limitations and exclusions of liability set out in this Section 12 and elsewhere in these Terms:
12.2.1 are subject to Section 12.1; and
12.2.2 govern all liabilities arising under these Terms or relating to the subject matter of these Terms, including liabilities arising in contract, in tort (including negligence) and for breach of statutory duty.
12.3 We will not be liable to you in respect of any losses arising out of any event or events beyond our reasonable control.
12.4 We will not be liable to you in respect of any business losses, including (without limitation) loss of or damage to profits, income, revenue, use, production, anticipated savings, business, contracts, commercial opportunities or goodwill.
12.5 Where you have registered to use the Website or our Tools as a Business User, we will not be liable to you in respect of:-
12.5.1 any loss or corruption of any data, database or software; or
12.5.2 any special, indirect or consequential loss or damage.
12.6 You accept that we have an interest in limiting the personal liability of our officers and employees and, having regard to that interest, you acknowledge that we are a limited liability entity; you agree that you will not bring any claim personally against our officers or employees in respect of any losses you suffer in connection with the Website or our Tools or these Terms (this will not, of course, limit or exclude the liability of the limited liability entity itself for the acts and omissions of our officers and employees).
12.7 Our aggregate liability to you under these Terms shall not exceed three month’s subscription fees, which shall be calculated by reference to the three immediate preceding months prior to the act or omission giving rise to our liability under these Terms.
13.1 Where you have registered to use the Website or our Tools as a Business User, you hereby indemnify us, and undertake to keep us indemnified, against any and all losses, damages, costs, liabilities and expenses (including without limitation legal expenses and any amounts paid by us to a third party in settlement of a claim or dispute) incurred or suffered by us and arising directly or indirectly out of:
13.1.1 any breach by you of any provision of these Terms; or
13.1.2 your use of the Website or our Tools and the data contained within.
14 Breaches of these Terms
14.1 Without prejudice to our other rights under these Terms (specific to but not exclusive with Section 5), if you breach these Terms in any way, or if we reasonably suspect that you have breached these Terms in any way, we may:
14.1.1 send you one or more formal warnings;
14.1.2 temporarily suspend your access to the Website or our Tools;
14.1.3 permanently prohibit you from accessing the Website or our Tools;
14.1.4 block computers using your IP address from accessing the Website or our Tools;
14.1.5 contact any or all your internet service providers and request that they block your access to the Website or our Tools;
14.1.6 commence legal action against you, whether for breach of contract or otherwise; and/or
14.1.7 suspend or delete your User Account on the Website or our Tools.
14.2 Where we suspend or prohibit or block your access to the Website or our Tools or a part of the Website or our Tools, you must not take any action to circumvent such suspension or prohibition or blocking (including without limitation creating and/or using a different User Account).
15 Intellectual Property
15.1 Subject to the express provisions of these Terms:
15.1.1 we, together with our licensors, own and control all the copyright and other intellectual property rights in the Website or our Tools and the material on the Website or our Tools; and
15.1.2 all the copyright and other intellectual property rights in the Website or our Tools and the material on the Website or our Tools are reserved.
15.2 Daily Source Tools, our logos and our other registered and unregistered trademarks are trademarks belonging to us; we give no permission for the use of these trademarks, and such use may constitute an infringement of our rights.
15.3 The third party registered and unregistered trademarks or service marks on the Website or our Tools are the property of their respective owners and, unless stated otherwise in these Terms, we do not endorse and are not affiliated with any of the holders of any such rights and as such we cannot grant any licence to exercise such rights.
16.1 We may revise these Terms from time to time.
16.2 We will give you notice of any revision of these Terms, and the revised Terms will apply to the use of the Website or our Tools from the date that we give you such notice; if you do not agree to the revised Terms, you will be deemed to have cancelled your account and the provisions of Section 5 shall apply to such cancellation.
17.1 You hereby agree that we may assign, transfer, sub-contract or otherwise deal with our rights and/or obligations under these Terms − providing, if you are using the Website or our Tools other than as, or on behalf of, an Entity, that such action does not serve to reduce the guarantees benefiting you under these Terms.
17.2 You may not without our prior written consent assign, transfer, sub-contract or otherwise deal with any of your rights and/or obligations under these Terms.
18.1 If a provision of a contract under these Terms is determined by any court or other competent authority to be unlawful and/or unenforceable, the other provisions will continue in effect.
18.2 If any unlawful and/or unenforceable provision of a contract under these Terms would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect.
19 Third party rights
19.1 A contract under these Terms is for our benefit and your benefit, and is not intended to benefit or be enforceable by any third party.
19.2 The exercise of the parties’ rights under a contract under these Terms is not subject to the consent of any third party.
20 Entire agreement
Subject to Section 12.1, these Terms shall constitute the entire agreement between you and us in relation to your use of the Website or our Tools and shall supersede all previous agreements between you and us in relation to your use of the Website or our Tools.
21 Law and jurisdiction
21.1 A contract under these Terms shall be governed by and construed in accordance with English law.
21.2 Any disputes relating to a contract under these Terms shall be subject to:-
21.2.1 in respect of an Entity, the exclusive jurisdiction of the courts of England and Wales,
21.2.2 in respect of any other users, the non-exclusive jurisdiction of the courts of England and Wales.
22 Statutory and regulatory disclosures
22.1 We will not file a copy of these Terms specifically in relation to each user or customer and, if we update these Terms, the version to which you originally agreed will no longer be available on the Website or our Tools. We recommend that you consider saving a copy of these Terms for future reference.
22.2 These Terms are available in the English language only.
23 Our details
23.1 This Website is owned and operated by Cave Capital Ltd.
23.2 Cave Capital Ltd. is registered in England and Wales under registration number 08937880, and our registered office is at 6 Waters Edge, Bognor Regis, West Sussex, PO21 4AW.
23.3 Our principal place of business is at 3 Westfield Place, Bristol, BS8 4AY.
23.4 You can contact us by writing to the business address given above, by using the Website or our Tools contact details, or by email to support@DailySourceTools.com.