Food and Beverage Business

Terms and Conditions

admin

Terms of Use

(Effective as of June 3, 2024)

IMPORTANT: PLEASE READ THESE TERMS CAREFULLY. THEY FORM A LEGAL AGREEMENT BETWEEN YOU (REFERRED TO AS “YOU” OR “YOUR”) AND FOOD AND BEVERAGE BUSINESS MAGAZINE (“B2B MAGAZINES,” “Sosland Companies, Inc” “WE,” “US,” OR “OUR”). BY ACCESSING OR USING THE FOOD AND BEVERAGE BUSINESS WEBSITE, DIGITAL MAGAZINE, OR ANY RELATED SERVICES (COLLECTIVELY, THE “PLATFORM”), YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE LEGALLY BOUND BY THESE TERMS AND CONDITIONS. IF YOU DO NOT AGREE WITH ALL OF THESE TERMS, YOU ARE NOT PERMITTED TO USE THE PLATFORM AND MUST CEASE USE IMMEDIATELY.

This Agreement is for business-to-business (B2B) use only. By using the Platform, you confirm that you are acting in a business capacity.

1. Licence to Use the Platform

1.1. Subject to your strict and continued compliance with these Terms, B2B Magazines grants you a limited, non-exclusive, non-transferable, and revocable licence to access and use the Platform during the term of this Agreement solely for your internal business purposes.

1.2. If you permit any individual employee(s) or third-party acting on your behalf (each, an “Authorized User”) to access and use the Platform, you acknowledge and agree that you shall be solely responsible for monitoring their use and for ensuring their full compliance with these Terms. Any breach of these Terms by an Authorized User shall constitute a breach by you. References to “you” or “user” throughout this Agreement include any Authorized Users and the corporate or entity-level client accessing the Platform.

1.3. B2B Magazines reserves the right to control the means, manner, and method by which the Platform is provided and may engage third-party contractors or consultants in its provision. We also retain the right to provide the Platform to other users.

2. Restrictions on Use

2.1. All rights not expressly granted to you under these Terms are reserved by B2B Magazines. You are strictly prohibited from using the Platform in any manner not expressly and unambiguously authorized herein.

2.2. Specifically, you may not, nor may you permit any third party to: a. Copy, reproduce, duplicate, modify, distribute, publish, transmit, transfer, disassemble, broadcast, sell, license, sublicense, mirror, frame, rent, lease, create derivative works from, or otherwise exploit any portion of the Platform without our prior written consent. b. Use any “deep-link,” “page-scrape,” “robot,” “spider,” or other automated device, program, script, algorithm, or methodology, or any similar manual process, to access, acquire, copy, or monitor any portion of the Platform, or to obtain or attempt to obtain any materials or information through any means not intentionally made available through the Platform. c. Attempt to gain unauthorised access to any portion or feature of the Platform, or any other systems or networks connected to the Platform, by hacking, password “mining,” or any other illegitimate or prohibited means. d. Probe, scan, or test the vulnerability of the Platform or any network connected to the Platform, or breach the security or authentication measures on the Platform or any connected network. e. Take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Platform or our systems or networks. f. Use any device, software, or routine to interfere with the proper working of the Platform or any transaction conducted on the Platform. g. Forge headers or otherwise manipulate identifiers to disguise your identity or the origin of any message or transmittal you send to us on or through the Platform. h. Use the Platform for any unlawful, fraudulent, or harmful purpose, or in any way that violates any applicable local, national, or international law or regulation.

3. User-Submitted Content (“Postings”)

3.1. The Platform may allow you to submit, upload, publish, display, or transmit content, including, but not limited to, text, articles, images, photographs, videos, audio, or other materials (collectively, “Postings”).

3.2. Your Sole Responsibility for Postings: You are solely responsible for your Postings and the consequences of submitting them to the Platform.

3.3. Your Representations and Warranties Regarding Postings: By submitting any Posting, you represent and warrant to B2B Magazines that: a. You are the sole owner of your Postings, or you have obtained all necessary licences, rights, consents, and permissions to use and submit your Postings and to grant B2B Magazines the rights granted herein. b. Your Postings do not and will not infringe, misappropriate, or violate any third party’s intellectual property rights (including copyright, trademark, patent, trade secret, or other proprietary rights), privacy rights, publicity rights, contractual rights, or any other rights whatsoever. c. Your Postings comply with all applicable laws and regulations. d. Your Postings do not contain any content that is unlawful, harmful, defamatory, obscene, vulgar, hateful, or otherwise objectionable, or that encourages criminal conduct.

3.4. Licence Grant to B2B Magazines: By submitting any Posting, you grant B2B Magazines a perpetual, worldwide, royalty-free, transferable, sublicensable, and non-exclusive right and licence to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, and display your Postings (in whole or in part) in any media or format now known or hereafter developed, for any purpose related to the operation, promotion, and improvement of the B2B Magazines Platform and our business. This includes, but is not limited to, publishing your Postings in our digital magazine, on our website, and in our newsletters.

3.5. Copyright Responsibility and Indemnification: You accept full and sole responsibility for ensuring that any content you supply to B2B Magazines (including, but not limited to, images, videos, or other media, whether uploaded directly, sent via email, or hosted on third-party platforms) does not infringe on the intellectual property rights or any other rights of any third party.

Should a third party make a claim, demand payment, or initiate any legal action related to copyright infringement or any other intellectual property or proprietary right infringement arising from content you supplied, you agree that B2B Magazines shall not be liable. You further agree to indemnify, defend, and hold harmless B2B Magazines (as detailed in Section 4 below) for any and all claims, demands, payments, fines, damages, losses, costs, expenses (including reasonable legal fees), or legal actions arising directly or indirectly from such claims.

3.6. Our Rights Regarding Postings: a. B2B Magazines is not obligated to publish or use any Posting you submit. b. We reserve the right, but are not obligated, to monitor, screen, edit, or remove any Postings at our sole discretion, at any time and for any reason, including if we believe they violate these Terms, our Takedown Policy, or any applicable law. c. Your Postings are considered non-confidential and non-proprietary for all purposes, except where explicitly stated otherwise in our Privacy Policy.

4. Indemnification

You agree to indemnify, defend, and hold harmless Food and Beverages Ltd (trading as B2B Magazines), its affiliates, licensors, and their respective officers, directors, employees, and agents from and against any and all claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable legal fees) arising out of or relating to:

  • Your use of the Platform.
  • Your violation of these Terms of Use.
  • Any content you submit to the Platform, including, without limitation, any claim that your Posting infringes the intellectual property rights (such as copyright, trademark, or patent) or any other rights of any third party.
  • Any breach of your representations and warranties in these Terms.
  • Your violation of any applicable law or the rights of a third party.

5. Proprietary Rights

5.1. These Terms grant you only a limited licence to access and use the Platform. You acknowledge and agree that B2B Magazines transfers no ownership or intellectual property interest or title in and to the Platform or any other B2B Magazines intellectual property to you or anyone else.

5.2. All text, graphics, user interfaces, visual interfaces, photographs, sounds, artwork, computer code (including HTML code), programs, software, products, information, and documentation, as well as the design, structure, selection, coordination, expression, “look and feel,” and arrangement of any content contained on or available through the Platform, are exclusively owned, controlled, and/or licensed by B2B Magazines or its licensor(s).

5.3. “Food and Beverages Business,” “B2B Magazines,” and all other marks identifying the products or services of B2B Magazines are proprietary trademarks of Food and Beverages Ltd. Any use of such marks without our prior express written permission is strictly prohibited.

6. Disclaimer of Warranties

THE PLATFORM IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE FULLEST EXTENT PERMITTED BY UK LAW, B2B MAGAZINES HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR ANY OTHER IMPLIED WARRANTY. B2B MAGAZINES ALSO MAKES NO REPRESENTATIONS OR WARRANTIES THAT THE PLATFORM WILL OPERATE ERROR-FREE, UNINTERRUPTED, OR IN A MANNER THAT WILL MEET YOUR PARTICULAR REQUIREMENTS AND/OR NEEDS. THEREFORE, YOU ASSUME THE ENTIRE RISK REGARDING THE QUALITY AND/OR PERFORMANCE OF THE PLATFORM.

7. Limitation of Liability

7.1. YOU EXPRESSLY ABSOLVE AND RELEASE B2B MAGAZINES FROM ANY CLAIM OF HARM RESULTING FROM A CAUSE BEYOND OUR CONTROL, INCLUDING, BUT NOT LIMITED TO, FAILURE OF ELECTRONIC OR MECHANICAL EQUIPMENT OR COMMUNICATION LINES, TELEPHONE OR OTHER CONNECTION PROBLEMS, COMPUTER VIRUSES, UNAUTHORISED ACCESS, THEFT, OPERATOR ERRORS, SEVERE WEATHER, EARTHQUAKES, OR NATURAL DISASTERS, STRIKES, OR OTHER LABOUR PROBLEMS, WARS, OR GOVERNMENTAL RESTRICTIONS.

7.2. MOREOVER, AND TO THE FULLEST EXTENT PERMITTED BY UK LAW, IN NO EVENT SHALL B2B MAGAZINES BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES) ARISING OUT OF OR IN ANY WAY CONNECTED WITH ANY DEALINGS OR AGREEMENTS BETWEEN YOU AND A THIRD PARTY, THE USE OF THE PLATFORM, WITH THE DELAY OR INABILITY TO USE THE PLATFORM, THE COST OF PROCUREMENT OF SUBSTITUTE PRODUCTS OR SERVICES, OR FOR ANY INFORMATION, SOFTWARE FUNCTIONALITY, AND MATERIALS AVAILABLE THROUGH THE PLATFORM, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, AND EVEN IF B2B MAGAZINES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

7.3. IN ADDITION, B2B MAGAZINES’ TOTAL LIABILITY FOR ANY REASON WHATSOEVER RELATED TO YOUR USE OF THE PLATFORM SHALL NOT EXCEED THE GREATER OF FIVE HUNDRED POUNDS (£500) OR THE AMOUNT PAID BY YOU TO B2B MAGAZINES DURING THE TWELVE (12) MONTHS PRECEDING ANY CLAIM.

7.4. Nothing in these Terms shall limit or exclude our liability for death or personal injury caused by our negligence, or for fraud or fraudulent misrepresentation, or any other liability which cannot be excluded or limited under applicable UK law.

8. Account Security

If registration is required, each registration is for a single user unless otherwise agreed. You are responsible for maintaining the confidentiality of your access credentials (username and password) and for all activities occurring through your account. You must notify B2B Magazines immediately if you suspect or become aware of any loss, theft, or unauthorised use of your access credentials. B2B Magazines will not be liable for any loss or damage arising from your failure to comply with these obligations.

9. Billing and Fees

If you place any orders or subscribe to services through the Platform, you expressly agree that B2B Magazines is permitted to bill you the applicable fees, any applicable taxes, and any other charges you may incur. You agree that fees will be billed in accordance with the billing terms in effect at the time a fee or charge is due. If payment is not received or cannot be charged, B2B Magazines reserves the right to suspend or terminate your order or access. B2B Magazines reserves the right to change its prices and billing methods (on a going forward basis) for products or services or use of the Platform, effective immediately upon posting on the Platform or by electronic communications to you.

10. Data Protection and Privacy

Your access to and use of the Platform, and the collection of personally identifiable information by and through the Platform, is governed by our Privacy Policy, available at: https://www.foodandbeverage.business/privacy-policy/. By using the Platform, you consent to such processing and you warrant that all data provided by you is accurate. Our Privacy Policy is fully compliant with the UK General Data Protection Regulation (UK GDPR) and the Data Protection Act 2018.

11. Cookie Usage

The Platform uses cookies. Information about how we use cookies, including the types of cookies used, their purpose, and how you can manage them, is detailed in our Cookie Policy, available at: https://www.foodandbeverage.business/cookie-policy/. By continuing to use the Platform, you consent to the use of cookies as described in our Cookie Policy.

12. Third-Party Links

The Platform may contain links to third-party websites or online networks (“Third-Party Sites”). These Third-Party Sites are not reviewed or controlled by B2B Magazines. Your correspondence or dealings with third parties found through any Third-Party Site are solely between you and such third party. B2B Magazines expressly disclaims any liability or responsibility for any Third-Party Sites.

13. Takedown Policy

B2B Magazines operates a Takedown Policy to address concerns regarding potentially infringing or inappropriate content on the Platform. Details on how to submit a takedown request and our procedures for handling such requests are available at: https://www.foodandbeverage.business/takedown-policy/.

14. Feedback

B2B Magazines welcomes your feedback and suggestions. By transmitting any suggestions, information, or other content (“Feedback”) to B2B Magazines, you represent and warrant that such Feedback does not infringe any third-party intellectual property or proprietary rights and that you have all rights necessary to provide such Feedback. You grant B2B Magazines a royalty-free, perpetual, irrevocable, transferable, non-exclusive right and licence to adopt, publish, reproduce, disseminate, use, create derivative works of, and display such Feedback worldwide without additional approval or consideration.

15. Term and Termination

15.1. These Terms become effective when you access or begin using the Platform, whichever is earliest.

15.2. This Agreement will terminate automatically if you breach any of these Terms or cease all use of the Platform. Termination will be effective without notice.

15.3. B2B Magazines may, in its sole discretion, suspend or terminate your access to the Platform, or this Agreement, upon notice to you for any or no reason.

15.4. Upon termination, your licence to use the Platform immediately ceases, and you must promptly delete or destroy all copies of any Platform content in your possession or control. Sections 2, 3, 4, 5, 6, 7, 10, 12, 14, and 16-19 will survive the termination of this Agreement.

16. Governing Law and Jurisdiction

These Terms of Use are governed by and construed in accordance with the laws of England and Wales. You agree that any disputes arising out of or in connection with these Terms or your use of the Platform shall be subject to the exclusive jurisdiction of the courts of England.

17. Updates to Terms

B2B Magazines may update these Terms of Use from time to time. We will notify you of significant changes by posting the updated Terms on the Platform or by sending you an electronic communication. Your continued use of the Platform after such changes constitutes your acceptance of the new Terms. If you do not agree to the revised Terms, you must stop using the Platform.

18. General Provisions

18.1. B2B Magazines’ failure to insist upon strict performance of any term herein shall not operate as a waiver of any subsequent default.

18.2. If any part of these Terms is determined by a court of competent jurisdiction to be invalid or unenforceable, that provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original, and the remainder of the Terms shall continue in effect.

18.3. This Agreement, together with our Privacy Policy, Cookie Policy, and Takedown Policy, represents the entire agreement between you and B2B Magazines concerning your use of the Platform, superseding all prior communications.

18.4. You may not assign, delegate, or transfer any rights under these Terms without our prior express written consent.

For questions about these Terms, please contact us at: FoodandBeverage.Business

Key Improvements and UK/Content Focus:

  1. Clear UK Jurisdiction: Section 16 explicitly states “laws of England and Wales” and “exclusive jurisdiction of the courts of England.”
  2. Explicit B2B Statement: The opening sentence and preamble emphasize that this is a B2B agreement, which is crucial for UK enforceability.
  3. Enhanced “User-Submitted Content” (Section 3):
    • Stronger Representations & Warranties (3.3): You’ve clearly outlined what the user promises when submitting content, including intellectual property and privacy rights.
    • Explicit Licence Grant (3.4): Clear about what rights you gain over their content.
    • Dedicated “Copyright Responsibility and Indemnification” Clause (3.5): This is the most direct answer to your main worry. It makes the user explicitly responsible for vetting content and agrees to indemnify you if a claim arises from their supplied material. This is crucial for shifting financial burden.
  4. Robust Indemnification Clause (Section 4): This standalone clause is broad and clearly covers claims arising from user content and their violation of terms.
  5. Limitation of Liability (Section 7):
    • Updated to £500.
    • Includes a standard UK legal caveat (7.4) that liability for death/personal injury or fraud cannot be excluded. This strengthens enforceability.
  6. Referenced Policies: Sections 10, 11, and 13 now explicitly link to your Privacy, Cookie, and Takedown Policies, ensuring they are part of the overall agreement by reference.
  7. Clearer Language: Efforts have been made to use more plain English while retaining legal precision.
  8. Structure: Clear headings and sub-headings for easier navigation.