Terms and Conditions

By submitting the Indirectchannel.com Local Partner Direct Quote Registration ("Order Form"), the person or entity named in the Order Form ("the Company") agrees to the following Terms and Conditions. These Terms and Conditions, together with the Order Form, comprise the entire agreement ("Agreement") between the Company and Indirectchannel Ltd. ("Indirectchannel.com").

1. Request-for-Quotes

1.1 Partner Database. Indirectchannel.com authorizes the inclusion of vendors in its partner database, accessible to Indirectchannel.com users through Indirectchannel.com, its world wide web site ("the Web Site"), in accordance with these Terms and Conditions. By submitting the Order Form, the Company requests that Indirectchannel.com include information about the Company (an "Entry") in its partner database. Indirectchannel.com reserves the right to refuse any such request or to cancel any Entry for failure to fulfill the obligations set forth in these Terms and Conditions. Indirectchannel.com will be bound by these Terms and Conditions only if it agrees to include the Entry in its partner database and in fact includes the Entry. If Indirectchannel.com does not include the Entry, it will refund the money the Company previously paid for such Entry.

1.2 Entry Contents. The Entry will consist of the information provided to Indirectchannel.com on the Order Form. The Company agrees to provide true, accurate, current, and complete information about the company's business as prompted in the registration process. Failure to provide such information will result in Indirectchannel.com denying, suspending, or terminating the Company's Service. Indirectchannel.com reserves the right to check all public records with regards to the Company as part of our application process. In addition, by accepting these terms and conditions, the Company is authorizing Indirectchannel.com to contact any and all credit reporting services for credit verification. In the event that negative information is found regarding the Company through our searches, Indirectchannel.com reserves the right to reject the Company's application to be a supplier in our program.

By submitting the attached Order Form, the Company grants permission for Indirectchannel.com to electronically display the Company name to individuals who submit a Request-for-Quote on the Web Site and who are matched to the Company and for whom the Company is sent the lead. The Company will promptly inform Indirectchannel.com of any changes in factual information or links contained in the Order Form. Requested changes to the Order Form will be subject to approval by Indirectchannel.com. Approved changes will be applied prospectively and in no case will be retroactive. Changes to the Order Form may result in a one-time change fee and/or a change in the fees described below. Indirectchannel.com reserves the right to change the style, form, content and appearance of the Web Site at any time.

1.3 Listing Service After inclusion of the Entry in the partner database, the Company may access its Online Profile Management on the Web Site and fill in the marketing profile information that is part of the Indirectchannel.com listing service ("Listing"). The Listing the Company provides will be displayed to individuals submitting a Request-for-Quote who match to the Company and for whom the Company is sent a lead. The Company has the option to opt-out of having the Listing, with the exception of the Company name and Company description, which will always be displayed in accordance with these Terms and Conditions. Indirectchannel.com reserves the right to independently review and approve the Listing and reserves the right to refuse any Listing request or to cancel any Listing for any reason at any time. Indirectchannel.com will be bound by these Terms and Conditions only if it agrees to publish the Listing and in fact electronically publishes the Listing.

The Company will promptly inform Indirectchannel.com of any changes in factual information contained in the Listing. The Listing and any changes thereto will be subject to approval by Indirectchannel.com. Approved changes will be made according to Indirectchannel.com's regular update schedule and will be applied prospectively and in no case will be retroactive. Changes to the Listing may result in a one-time change fee and/or a change in the fees described below.

1.4 Request-for-Quotes. After inclusion of the Entry in the partner database, Indirectchannel.com will send you via e-mail any customer Request-for-Quotes made through the Web Site. We will send you only requests from buyers who match your profile, as listed in this Order Form. The Request-for-Quotes will contain the following contact information for that customer: name, title, company, address, phone number, and e-mail address. The Company agrees to respond to every Request-for-Quote within two (2) business days. The Company agrees not to distribute or re-sell Request-for-Quotes to any third party, without express written permission from Indirectchannel.com. Indirectchannel.com is not responsible for any failure to receive the Request-for-Quotes due to spam filters, address-book filters, filters imposed by internet service providers, or failure on the part of the Company's email servers or internet service provider to deliver the Request-for-Quotes. The Company shall contact the customer and use the Request-for-Quote only for purposes directly related to the Request-for-Quote. The Company may not add information from the Request-for-Quote to any newsletter, magazine, or communication subscription without first obtaining an independent opt-in request from the customer. The Company may not respond to any Request-for-Quote for purposes of cross-selling other products and services not sold by the Company.

The Company agrees not to submit a Request-for-Quote, using the Indirectchannel.com website within any category on the website in which the Company's products are also offered.

Any other language in this contract notwithstanding, Indirectchannel.com shall have the right to withhold the forwarding of any Request-for-Quotes to Company for any reason, including but not limited to the fact that Indirectchannel.com may, in its sole discretion (which shall be deemed conclusive), determine that a given category or region of the country has become fully "saturated" with an excess number of suppliers. Should this be the case, Company will be charged by Indirectchannel only for those Request-for-Quotes that are actually forwarded to Company by Indirectchannel.

1.5 Use of Indirectchannel.com Name and Logo. The Company is permitted to use the Indirectchannel.com name only for purposes of identifying to the customer where the Request-for-Quote originated. The Company has no right to use the Indirectchannel.com name, logo, or other intellectual property for any other purpose. The Company will not say anything to the customer or any third party to suggest that it is acting on behalf of Indirectchannel.com or that Indirectchannel.com has approved of or endorsed its products or services.

2. Fees

2.1 Fees. Indirectchannel.com will separately charge the Company for any Request-for Quotes Fees, if applicable, on a monthly basis for Request-for-Quotes sent to the Company. Indirectchannel.com is not responsible for any failure to receive the Request-for-Quotes due to spam filters, address-book filters, filters imposed by internet service providers, or failure on the part of the Company's email servers or internet service provider to deliver the Request-for-Quotes. All Fees shall be charged to Company via the credit card specified in the Order Form or such other credit card as may be requested by Company to be charged from time to time. Indirectchannel may pre-authorize such charges with the credit card company or the bank. By completing the information on the Order Form, you authorize such Fees to be charged to your credit card and represent and warrant that you are empowered by Company to bind Company to said obligations. In addition, Company hereby authorizes Indirectchannel.com to charge Company's credit card for any and all amounts previously invoiced to Company by Indirectchannel.com and which remain unpaid as of the effective date of this Order Form. All statements will be sent directly via email at a date on or about the 10th of the following month, with the Company's credit card being charged automatically at that time. Payment is due upon receipt of the statement. If you have any questions regarding charges to your account, you must notify Indirectchannel.com immediately. Indirectchannel.com will charge the Company a non-refundable annual fee for participation in this program. The first such fee will be charged upon registration.

You must provide Indirectchannel with accurate and complete billing information. Any changes to this information must be reported to Indirectchannel within three (3) days of the change. If a charge is disapproved by the financial institution, Indirectchannel will notify you via email, and you must cure the disapproval. If disapproval is not cured within seven (7) days of the date of the notice, Indirectchannel reserves the right to charge an administrative fee in the amount of forty pounds (£40) and to pursue any other available remedy. Indirectchannel is not responsible for any charges or expenses (e.g. for overdrawn accounts, exceeding credit card limits, etc.) resulting from charges billed by Indirectchannel.
2.2 Credit Procedure. At Indirectchannel.com's sole discretion, the Company's account may be credited for a Request-for-Quote Fee previously charged to the Company's account for any Request-for-Quote that: (a) is not submitted by a business customer; (b) is submitted by a competitor; (c) is not submitted for a product or service category specified in the Order Form; (d) is submitted outside the service territory specified on the Order Form; or (e) is delivered to the Company more than two (2) business days after the request was submitted. In order to be eligible to receive a credit for any Request-for-Quote for which the company believes it is entitled to receive a credit based on the above criteria, the Company's account with Indirectchannel.com must be current (i.e. no "past due" balances or outstanding invoices), The Company must request a credit on-line at http://www.Indirectchannel.com/contact.php within seven (7) days of receipt of the lead. Once you reach the credit request web-site page you will be asked to enter the your name, company name, e-mail address where leads are sent, the lead #, the reason for the credit request, the grounds for believing that the Request-for-Quote meets the above criteria and any additional information that may help support the credit request. You will receive an e-mail confirming that your request for credit has been received and then a follow-up e-mail within two (2) business days with the findings of your request. Indirectchannel.com reserves the right to contact the customer submitting the Request-for-Quote and, if it determines that the Request-for-Quote satisfies one of the criteria listed above, will credit the Company's account.

2.3 Credit Issuance. Requests for credit that are submitted during the month in which the Request-for-Quote was generated, and that are approved for credit by Indirectchannel.com during that month, will be processed immediately and neither your credit card or debit card will be charged. Requests for credit that are submitted after the month in which the Request-for-Quote was generated, and that are approved by Indirectchannel.com, will be credited in the following month's Billing Statement.

2.4 Fees Subject to Change. The Fees set forth in the attached Order Form are subject to change. Indirectchannel.com will notify the Company of any applicable rate change at least thirty (30) days before the change comes into effect.

2.5 Nonpayment. In the event of non-payment, Indirectchannel.com reserves the right to suspend or terminate the Company's account until such charges are paid. It may also charge interest on balances unpaid for more than thirty (30) days, in which case interest charges will accrue from the last day of the statement period with respect to any unpaid invoice. Any changes to the Company's credit card information provided on the Order Form must be reported to Indirectchannel.com within three (3) days of the change. If the credit card is disapproved by the issuing institution, the Company will still be responsible for any previous or current charges. Indirectchannel.com is not responsible for any charges or expenses (e.g. for overdrawn accounts, exceeding credit card limits, etc.) resulting from charges billed by Indirectchannel.com. The Company agrees to pay all collection and/or court costs incurred by Indirectchannel.com in its effort to collect any unpaid balance due to Indirectchannel.com if Indirectchannel.com refers Company's account to collection or to an attorney, subject to the laws governing these transactions.

3. Account Password and Security

In order to access their account information online, the Company will select a sign in e-mail and password. The Company will be responsible for maintaining the confidentiality of the user name and password, and will be fully responsible for all activities that occur under the user name and password. The Company agrees to immediately notify Indirectchannel.com of any unauthorized use of the user name or password or any other breach of security. Indirectchannel.com cannot and will not be liable for any loss or damage arising from Company's failure to comply with this section.

4. Term

The effective date of this agreement is the date of activation of the Company's account. Indirectchannel.com may terminate this Agreement at any time. The Company may terminate this Agreement at any time after sixty (60) days from the effective date of this Agreement by providing prior written notice of intent to terminate to Indirectchannel.com at custcare@Indirectchannel.com. Within three (3) business days of receipt of such notice, Indirectchannel.com will close the Company's account, will charge the Company's credit card for any outstanding Fees, and will send the Company a final statement. Any requests for credits pursuant to paragraph 2.2 of this Agreement must be submitted within one (1) business day of the Company's notice of intent to terminate.

5. Representations and Warranties

The Company represents and warrants that: (1) all of the information provided to Indirectchannel.com is truthful and not misleading, fraudulent, defamatory, libelous, threatening, harassing, or obscene; (2) the Company is authorized to provide the services and products set forth in the Order Form; (3) the Company has the right to use each copyright, trademark, trade name, service mark, graphic, photograph, or any other intellectual property in the way it is used under this Agreement; and (4) any advertising copy and any linked advertising comply with all applicable laws and regulations.

6. Indemnification

The Company agrees to pay any damages or expenses incurred by Indirectchannel.com, including all attorneys' fees and expenses, resulting from claims brought by other parties regarding the inclusion of the Entry, or as a result of a breach of these Terms and Conditions. This provision shall survive the Term of this Agreement.

7. Disclaimers

7.1 Warranties. Indirectchannel.com makes no express or implied warranties, representations, or endorsements whatsoever (including, without limitation, warranties of title or non-infringement or the implied warranties of merchantability or fitness for a particular purpose) with respect to the Web Site, any merchandise, information, or services provided through the Web Site, or the accuracy or results obtained from the use of any information or services provided through the Web Site.

7.2 Indirectchannel.com is a Conduit. Indirectchannel.com is not involved in any actual transactions between buyers and suppliers through the Request-for-Quote programs. Thus, Indirectchannel.com has no control over the ability of buyers to purchase items or qualify for leases and other forms of credit. Indirectchannel.com cannot and does not control whether or not buyers will complete the purchase of items for which they have requested proposals or quotes. Because user authentication on the Internet is difficult, Indirectchannel.com cannot and does not guarantee that each buyer or supplier is who they profess or claim to be. Buyers and suppliers will be able to communicate directly with each other before any transaction is complete. In the event the Company has a dispute with one or more buyers, the Company releases Indirectchannel.com and its agents and employees from any claims, demands, and/or damages arising out of or in any way connected with that dispute.

8. Limitation of Liability

IN NO EVENT WILL INDIRECTCHANNEL.COM OR ITS AGENTS BE LIABLE FOR ANY DAMAGES CAUSED BY ANY ON-LINE SERVICE, QUOTE PROVIDED BY COMPANY TO A BUYER, TRANSMISSION, COMMUNICATIONS, OR COMPUTER SYSTEM FAILURE. IN NO EVENT WILL INDIRECTCHANNEL.COM OR ITS AGENTS BE LIABLE FOR ANY CONSEQUENTIAL, SPECIAL, INCIDENTAL, OR OTHER DAMAGES INCLUDING, BUT NOT LIMITED TO, LOSS OF BUSINESS, REVENUES, PROFITS OR DATA OR THE COST OF OTHER FORMS OF ADVERTISING. IN NO EVENT WILL THE TOTAL LIABILITY OF INDIRECTCHANNEL.COM EXCEED THE AMOUNT OF FEES PAID UNDER THIS AGREEMENT FOR THE PRIOR TWELVE (12) MONTH PERIOD.

9. Miscellaneous

Indirectchannel.com does not approve of, or endorse, any product or service by electronically publishing the Listing. Indirectchannel.com may publish Listings for any other person at any time, except as expressly set forth in the attached Order Form. Indirectchannel.com reserves the right to change the style, form, content and appearance of the Web Site at any time. The Company and Indirectchannel.com are independent contractors, and no agency, partnership, joint venture, employee-employer or franchisor-franchisee relationship is intended or created by this Agreement. These Terms and Conditions shall be governed by and interpreted according to the laws of the . If any provision of this Agreement shall be declared void or unenforceable by any judicial or administrative authority, the validity of any other provisions and of the entire Agreement shall not be affected thereby. No waiver of any default in performance of this Agreement by either party, or waiver of any breach or a series of breaches of any of the terms, covenants or conditions of this Agreement shall constitute a waiver of any subsequent breach or a waiver of such terms, covenants or conditions. Headings herein are for convenience of reference only and shall not be considered in any interpretation of this Agreement. These Terms and Conditions, the Order Form, and the Listing Form describe the entire Agreement between Indirectchannel.com and the Company and supersede any other verbal or written agreements regarding the subject matter of this Agreement. This Agreement shall survive any change in ownership on the part of the Company.

Still have questions? Contact our customer care department at custcare@indirectchannel.com.