Access TheSparePartShop.Com Usage Terms Conditions

Intellectual Property

1. General Agreeing to be bound by the terms and conditions below ("Terms of Use" or "Terms"). TheSparePartShop.Com may at its sole discretion modify this agreement at any time and such modifications will be effective immediately upon posting.

Intellectual Property

A. Intellectual property (including copyright and trademarks in the materials and Services) other than those belonging to any person, organisation, company or group displaying, listing or advertising in the Services are owned by TheSparePartShop.Com or its partners or affiliates (unless otherwise indicated) and you agree not to infringe on any intellectual property rights owned by TheSparePartShop.Com or anyone else.

B. Nothing contained in the Services (including granting you access to the Services) should be construed as granting any license or right to use any intellectual property displayed in the Services without the express written consent of TheSparePartShop.Com.

Use of Information in the Services

A. Information contained in the Services is for your personal use only andmay not be sold, redistributed or used for any commercial purpose (other than tocorrect or add information contained in the Services) including, but not limitedto, the use of any business contact details for unsolicited commercial correspondenceor the creation of customer lists. Any commercial use of this information requiresthe written consent of TheSparePartShop.Com. You may download material from the Services foryour personal, non-commercial use only, provided you keep intact all copyright andother proprietary notices.

B. You may not modify, copy, reproduce, republish, upload, post, data-mine,scrape, transmit or distribute in any way any material from TheSparePartShop.Com or the Servicesincluding code and software. You must not use the Services for any purpose thatis unlawful or prohibited by these Terms of Use.

Security, AccessAccuracy of Information

A. While TheSparePartShop.Com takes all reasonable efforts to ensure the protection,privacy and integrity of any information you may provide, no data transmission overthe internet is totally secure and the possibility exists that this informationcould be unlawfully used or observed by a third party while in transit over theinternet or while stored on TheSparePartShop.Com's systems or in the Services. To the extentpermitted by law, TheSparePartShop.Com disclaims all liability to you under the law should thisoccur.

B. .As part of the Services, TheSparePartShop.Com may respond to user requests or provideinformation (such as business information requested by users) to users, by any ofthe following means:

i. Verbally;
ii. Connecting a user directly to a business via telephone;
iii. By sending an SMS message to the user;
iv. By email; or
v. Over the internet, mobile phone application or other technological device.

C. TheSparePartShop.Com cannot give you any guarantee of the accuracy of any businessinformation or entity contained in the Services, including but not limited to theavailability of any special offer set out in any listing.

D. You are responsible for obtaining all necessary equipment and servicesequipment required to access and use the services.

Privacy

A. TheSparePartShop.Com will collect and use any information in accordance with its PrivacyPolicy and users of the Services consent to the collection and use of informationin accordance with this policy.

B. You may gain access to your information by emailing the TheSparePartShop.Com PrivacyOfficer at admin@thesparepartshop.com

Links to other Websites, Business and Services

A. In your use of the Services, you may access content from third parties("Third Party Content") via links to other websites or other forms of contact suchas by telephone. TheSparePartShop.Com does not control Third Party Content and makes no representationsor warranties about it. TheSparePartShop.Com does not accept any liability for the reliability,completeness or accuracy of any Third Party Content or for the privacy practicesof the Providers of Third Party Content. You agree that by using the Services, youmay be exposed to Third Party Content that could be false, offensive, indecent orotherwise objectionable. Under no circumstances will TheSparePartShop.Com be liable in any wayfor any Third Party Content, including, without limitation, any errors or omissionsin any Third Party Content or any loss or damage of any kind incurred as a resultof the use of any Third Party Content posted, stored or transmitted via our Service.You agree that you must evaluate and bear all risks associated with, Third PartyContent. TheSparePartShop.Com reserves the exclusive right in its sole discretion to add, declineor remove, without warning, any content, icon, link or other connection to ThirdParty Content.

B. By using TheSparePartShop.Com or the Services, you do not receive any ownership rightsin the Third Party Content. You may not use, access or allow others to use or accessthe Third Party Content in any manner not permitted under the Terms, unless youhave been specifically permitted to do so by TheSparePartShop.Com or by the owner of that ThirdParty Content, in a separate agreement.

C. Accessing Third Party Content from the Services should not be construedas granting any right or license to use Third Party Content.

Governing Law

A. These Terms of Use are governed by and interpreted in accordance withthe laws of Kenya. You irrevocably and unconditionally submit to the exclusivejurisdiction of the Courts of Kenya and waive any objection to legal action beingbrought in those Courts on the grounds of venue or inconvenient forum.

B.       The invalidity or unenforceability of anyof these Terms of Use will not affect the validity or enforceability of any otherof these Terms, all of which will remain in full force and effect.

C.        Any notice to TheSparePartShop.Com must be sentby an email to admin@thesparepartshop.com

D.        Any dispute or difference arisingbetween the Parties with regard to this Agreement shall be first settled by negotiation.Should such negotiations fail, either Party shall refer the dispute to arbitration.Arbitration shall be in accordance with the provisions of the Kenya ArbitrationLaws.

User Submissions

A. .For any submission of content that you make, you warrant that you ownor otherwise have all rights necessary to license the content you submit and thatthe posting and use of your content by us will not infringe or violate any law orthe rights of any third party. You further agree to indemnify and hold harmlessTheSparePartShop.Com against any and all claims, damages, legal fees and any other cost thatmay be incurred by TheSparePartShop.Com as a result of breaching this warranty.

B.By submitting any content to our Services, you hereby grant us a perpetual,worldwide, non-exclusive, royalty-free right and license to use, reproduce, display,perform, adapt, modify, distribute, have distributed and promote such content inany form, in all media now known or hereinafter created, anywhere in the world,and for any purpose including the waiver of any rights in your contribution.

C. Any content submitted to our Services may also be provided to or locatedat third party computers' servers, websites or services.

D. You are solely responsible for any content that you submit post or transmitvia or to our Services.

E. You agree not to post or submit anything to the services that:

1. May contain any computer viruses, viruses or other types of harmful codeincluding anything that compromises the security of the Services or may interfere,disrupt, damage or destroy any information, files or devices that belong to TheSparePartShop.Com;

2. may denigrate any ethnic, racial, sexual or religious group by stereotypicaldepiction or otherwise;

3. contains sexually explicit content;

4. is defamatory;

5. makes use of offensive language or images; or

6. Characterizes violence as acceptable, glamorous or desirable.

F. TheSparePartShop.Com has no obligation to post any content that you or anyone elsesubmits. In addition, TheSparePartShop.Com may, in its sole and unfettered discretion, edit,remove or delete any content that you post or submit.

Proprietary Rights

A. You agree that all content andmaterials available on the Services is protected by rights of publicity,copyright, trademarks, service marks, patents, trade secrets or otherproprietary rights and laws. Except as expressly authorized by us, youagree not to sell, license, rent, modify, distribute, copy, reproduce,transmit, publicly display, publicly perform, publish, adapt, edit orcreate derivative works from materials or content available on ourServices. Notwithstanding the above, you may use the content andmaterials on our Site in the course of your normal, personal,non-commercial use of our Services.

B. You agree not to systematicallyretrieve data, including but not limited to addresses and phone numbersof businesses, or other content or any materials from our Services tocreate or compile, directly or indirectly, a collection, compilation,database, directory or the like, whether by manual methods, through theuse of "bots" or otherwise. You agree not to use of any of ourtrademarks as metatags on other web sites. You agree not to display anyof our Services in a frame (or any of our content via in-line links)without our express written permission, which may be requested bycontacting us at admin@thesparepartshop.com You may, however, establishordinary links to the homepage of our Site without our writtenpermission.

Discontinuity of Service

A. TheSparePartShop.Com reserves the right at any time tomodify or discontinue, temporarily or permanently, any and/or all portion of ourServices with or without prior notice. You agree that TheSparePartShop.Com will not be liableto you or to any third party for any modification or discontinuance of our Services.

Representations and Warranties

A. You hereby represent and warrant to us that:

i. you have the full power and authority to enter into agreements andperform acts under these Terms.

ii. your use of our Services will not infringe the copyright, trademark, right of publicity or any other legal right of any third party. and

iii. you will comply with all applicable laws in using our Services and inengaging in all other activities arising from, relating to or connectedwith these Terms, including, without limitation, contacting other usersof the Services.

Disclaimer of Warranties

You hereby agree that:

A. If you use our Services, you do so at yourown and sole risk. Our Service is provided on an "as is" and "as available" basis.TheSparePartShop.Com expressly disclaims all warranties of any kind, whether express or implied,including, without limitation, implied warranties of merchantability, fitness fora particular purpose and non-infringement.

B. TheSparePartShop.Com does not warrant or guarantee that

i. our Services will meet your requirements.

ii. our Services will be uninterrupted, timely, secure, or error-free.

iii. any information that you may obtain on our Services will be accurate orreliable.

iv. the quality of any products, services, information or other materialpurchased or obtained by you through our Services will meet yourexpectations.

v. any information you provide or TheSparePartShop.Com collects will not be disclosedto third parties.

vi. any information available on or through the Services will be free ofinfection by viruses, worms, trojan horses or anything else withdestructive properties

vii. the information provided to you by TheSparePartShop.Com will be free of anytechnical or other mistakes, inaccuracies or typographical errors.

viii. any errors in any data or software will be corrected by us or by thirdparties who provide such data or software such as maps.

ix. that the information available on or through the Services will notcontain material which some individuals may deem objectionable. or

x. that the functions or services performed by the Services will be uninterrupted or error-free or that defects in Service will be corrected. It is the sole responsibility of the user to isolate software and information, execute anti-contamination software and otherwise take steps to ensure that software or information, if contaminated orinfected, will not damage the user's information or system.

C. If you access or transmit any content throughthe use of our Services, you do so at your own discretion and your sole risk. Youare solely responsible for any loss or damage to you in connection with such actions.and

D. No data, information or advice obtained by youin oral or written form from us or through or from our Services will create anywarranty not expressly stated in these terms.

Limits on Liability

A. You agree that TheSparePartShop.Com will not be liablefor any direct, indirect, incidental, special, consequential or exemplary damages(even if TheSparePartShop.Com has been advised of the possibility of such damages), arisingfrom, relating to or connected with.

i. the use or inability to use our Services.

ii. the cost of replacement of any goods, services or information purchasedor obtained as a result of any information obtained from or transactionsentered into through or from our Services.

iii. disclosure of, unauthorized access to or alteration of your content.

iv. statements, conduct or omissions of any service providers or other thirdparty on our Services. or

v. any other matter arising from, relating to or connected with our Serviceor these Terms.

B. TheSparePartShop.Com will not be liable for any failure ordelay in performing under these Terms where such failure or delay is due to causesbeyond our reasonable control, including natural catastrophes, governmental actsor omissions, laws or regulations, terrorism, labor strikes or difficulties, communicationssystems breakdowns, hardware or software failures, transportation stoppages or slowdownsor the inability to procure supplies or materials.

C. The Company's aggregate liability to youor any third party in any matter arising from, relating to or connected with ourServices is at the Company's sole discretion.

Indemnity

You agree to defend, indemnify and hold TheSparePartShop.Com and its officers, directors andemployees harmless from any    claim, demand, action, damage, loss,cost or expense, including without limitation, reasonable attorney's fees, incurredin connection with any suit or proceeding brought against us arising out of youruse of the Services or alleging facts or circumstances that could constitute a breachof any provision of these Terms of Use by you. If you are obligated to indemnifyus, TheSparePartShop.Com will have the right, in its sole and unfettered discretion, to controlany action or proceeding and determine whether TheSparePartShop.Com wish to settle it and ifso, on what terms.

TheSparePartShop.Com's® Additional Terms and Conditions of Use for All Business Listings andPublishers

Additional Terms and Conditions of Use

These additional terms and conditions of use ("Additional Terms") apply to all businesseswho have or requested to have their business details supplied to TheSparePartShop.Com and/orlisted on the Services, including free business listings, as well as to all otherswho choose to advertise with TheSparePartShop.Com, and/or on the Services (together in theseAdditional Terms defined as "Publishers" or "you").

In conjunction with the Terms of Use, these Additional Terms govern all Advertiser'suse of the business listing and finding service, that allow Publishers to registerand/or list your business with TheSparePartShop.Com so that users may locate your business whenusers make certain relevant queries to TheSparePartShop.Com, as well as any other form of advertisingwith TheSparePartShop.Com (together "Marketing Services"). Marketing Services include, butare not limited to, displaying certain information about your business from timeto time, transferring or diverting calls to you and sending certain informationto users of TheSparePartShop.Com through various methods such as SMS messages or emails.

These Additional Terms form an integral part of the above mentioned Terms of Useand all Publishers must read these Additional Terms in conjunction with the Termsof Use. The definitions provided in the above Terms of Use also apply to these AdditionalTerms and reference to the Terms of Use herein includes reference to the AdditionalTerms. Moreover, the Marketing Services form part of the Services as defined inthe above Terms of Use. As such, everything that applies to Services should, forthe purposes of these Additional Terms, be read to also apply equally to AdvertisingServices irrespective of whether Marketing Services are mentioned separately toServices.

Please also note that further terms and conditions for Marketing Services maybe contained in approved order forms and invoices for Marketing Services, promotionaland other documentation provided to you by TheSparePartShop.Com or its authorised resellers("Resellers).

TheSparePartShop.Com may at its sole discretion modify these Additional Terms at any time, andsuch modifications will be effective immediately upon posting the modified agreementon the Site. These Terms must be accepted and complied with by all who use the Servicesin any way.

General

A. The Advertising Service is provided to you by TheSparePartShop.Comon an "as is","as available" basis subject to the provisions contained herein foryour personal or business use only. Any other use or attempt to use the AdvertisingService for other purposes, directly or indirectly, by you or by a third party isprohibited.

B. Unless explicitly stated otherwise, any new featuresthat augment or enhance the current Advertising Service will be subject to boththe Terms of Use and these Additional Terms. Your participation in the AdvertisingService is conditional upon your acceptance of the stated Terms of Use and AdditionalTerms. Your acceptance of these Additional Terms is indicated by your payment forthe Advertising Service or, should payment not be required, then by your request,registration or submission to us to list your business or advertise your businesswith TheSparePartShop.Com.

C. If at any time these Additional Terms are no longeracceptable to you, you should immediately terminate your subscription to the AdvertisingService in writing and submit at admin@thesparepartshop.com.

Registering for AdvertServices

A . The Marketing Services may only be offeredto you by TheSparePartShop.Com or by Resellers.

B . You must provide accurate, complete and currentregistration information and you agree to provide the Advertising Service with anupdate of that information promptly should changes occur.

C . Subscriptions to the Advertising Serviceare available only to individuals who are at least 18 years of age or to incorporatedbusinesses, sole traders, trusts, partnerships or associations owned or operatedby individuals who are at least 18 years of age.

D . TheSparePartShop.Com will, at its absolute discretion, determinethe categories, key words and anything else used to categorize or describe businessesfor the purposes of users finding them by using the Services. Moreover, TheSparePartShop.Commay change at any time its methods and algorithms used to help users find the informationthey are looking for, including changes to business categories and classificationsas well as to various key words or terms. Publishers further agree as a conditionfor advertising with TheSparePartShop.Com that TheSparePartShop.Com reserves the right to re-classify Content,entitling TheSparePartShop.Com to withdraw Content from one category and to re-publish Contentin another category.

E . TheSparePartShop.Com may terminate, at its own discretion,any registration or Advertising Service whether active or inactive, including withoutlimitation any or all related information, communications, postings, web pages,websites or services, at any time, without notice, for any reason or no reason,including without limitation for conduct that violates local, state or federal lawsor regulations or the Terms, or material that TheSparePartShop.Com, at its own discretion, believesis harmful to others, the business of TheSparePartShop.Com or other third party informationor service providers.

F . Upon submission, registration or requestto use the Advertising Service and on an ongoing basis, you will be asked to providecertain business and other information in order for you to effectively advertiseon TheSparePartShop.Com. For TheSparePartShop.Com to properly communicate with you and for other purposessuch as billing (together "Content"). For further details on the type of informationwe collect and how we use the information, please see our Privacy Policy and theTerms, in particular Section 11 below.

G . You assume all risk and responsibility for determiningwhether any and all Content is in the public domain, regardless of any notices whichmay be posted on such Content ("Public Content").

H . Any information supplied by you upon registrationfor the Advertising Service and certain other information which we may collect issubject to our Privacy Policy in Section 11 below.

I . TheSparePartShop.Com reserves the right to chargea set-up and/or administration fee from your account upon registration or upon renewalof the Advertising Service but will only do so by first providing you with noticeof any such charge.

J . As a registrant of the AdvertisingService, you acknowledge that there is no guarantee that your Public Content willbe located or used by users of TheSparePartShop.Com, nor is there any obligation on TheSparePartShop.Comto make sure that users locate or use your Public Content.

K . You further acknowledge that there may be otherPublishers' Public Content or other business information provided to TheSparePartShop.Com thatmay, at any time and for any reason, be shown to users ahead of or instead of yourPublic Content.

Advertiser Conduct

A. You, as an Advertiser and user of the AdvertisingService, understand that all information contained in your Content, whether publiclyposted or privately transmitted, is your sole responsibility. This means that youare responsible and may be held legally liable for all Content that you upload,post or otherwise transmit via the Advertising Service or other Services.

B. TheSparePartShop.Com does not control, actively monitor orreview the Content uploaded, posted, transmitted or made available on or throughthe Advertising Service and TheSparePartShop.Com will not be responsible for any Content anddoes not guarantee the accuracy, integrity or quality of such Content.

C. Publishers agree at all times to deal withany Services, information or products provided by TheSparePartShop.Com or accessed via TheSparePartShop.Comor its Services in a manner which complies with all applicable laws (including privacyand copyright laws).

D. Publishers must ensure that all Content providedby them to TheSparePartShop.Com comply with the Terms, all applicable legislation, regulations,by-laws, ordinances or codes of conduct, including but not limited to the ConsumerProtection Council Act, Trade Malpractices (Miscellaneous Offences) Act, NationalInformation Technology Development Agency Act and similar laws applicable in theFederal Republic of Kenya and the intellectual property rights of others. Publishersagree to keep TheSparePartShop.Com, its officers, employees and agents fully indemnified againstany losses, costs, expenses, charges, damages or liabilities incurred in relationto any actions or claims brought by any person or entity against TheSparePartShop.Com, its officers,employees or agents as a result of an actual or alleged breach by an Advertiserof any law, regulation, by-law or code of conduct, breach of another's intellectualproperty rights or such other actions or claims brought as a consequence of youruse of the Services.

E. Publishers may not assign or transfer anyrights and obligations under these Terms to any other person or entity without TheSparePartShop.Com'sprior written approval. If an Advertiser is a company, any change in that Advertiser'seffective control will be deemed an assignment for the purpose of this clause.

Information Posted on the Advert Service

A. By transmitting, uploading, posting or submitting any Content to the Services you:

i. declare that any Public Content is notconfidential, secret or proprietary information (which includes CompanyName, Phone Number, Contact details, Website Address, Logo, Price List,Pamphlets etc)

ii. warrant that no other party hasrights to the Content and that your transmission, posting, uploading orsubmission of the Content to the Advertising Service does not violateany copyright or other laws.

iii. in accordance with the Terms, withregard to any Public Content, irrevocably grant TheSparePartShop.Com a perpetual,worldwide, non-exclusive, royalty-free right and license to use,reproduce, display, perform, adapt, modify, distribute, have distributedand promote such content in any form, in all media now known orhereinafter created, anywhere in the world and for any purposeincluding the waiver of any rights in your contribution.

B. TheSparePartShop.Com will not be obligated to actively monitor,review, or otherwise control in any manner, the content users post, upload or transmitthrough the Services or directly to Publishers in any form.

C. Where applicable and subject to the Terms,TheSparePartShop.Com will use all reasonable efforts to make a successful application for AdvertisingServices ready for public use as soon as practical but TheSparePartShop.Com will not be liablefor any loss or damage incurred by an Advertiser as a result of any failure or delayto do so.

D. TheSparePartShop.Com reserves the right, in its sole discretion,to refuse or remove any Content or other information available on or through theMarketing Services. Without limiting the foregoing, TheSparePartShop.Com will have the rightto remove any Content or information that violates the Terms of Use or is otherwiseobjectionable in the TheSparePartShop.Com's sole opinion.

E. By submitting Content or other information to the Advertising Service, you undertake full responsibility to.

i. determine whether the information complies with your needs.

ii. determine whether you have adequate legal rights to store, reproduce orotherwise use the information in any manner contemplated by you. and

iii. comply with any legal obligations, including without limitationobligations imposed by copyright, trade secret, defamation, indecency,online conduct and acceptable content, privacy and export laws.

If you do not agree to these terms and the Terms of Use, do not request, submit or register to use the Marketing Services.

Third Party Content

A. Some portions of the Marketing Servicesor the Services in general may include links to Third Party Content. Please seethe Terms of Use above for further details.

Fees and Payments

A. You agree to pay all applicable fees andcharges incurred by you or any third party using your Advertising Service account(whether or not authorized by you) at the applicable billing rate during the periodin which such fees and charges were incurred, including, but not limited to applicabletaxes and charges for any products or services offered for sale through the AdvertisingService.

B. Except where otherwise specifically stipulatedwithin these Additional Terms, you will be responsible for all charges associatedwith accessing and maintaining a connection to the Marketing Services and Servicesin general (for example, charges imposed by an internet access provider, or yourlocal telephone company).

C. TheSparePartShop.Com may offer a number of packages,payment methods and cancellation options. These options allow Publishers to payupfront for a certain amount of advertising leads and, unless renewed, once thecredit in their account is used up, the Marketing Services will be cancelled.TheSparePartShop.Com may, at is sole discretion, offer Publishers the ability to automaticallyrenew or top-up their current package or provide options for Publishers to changetheir advertising package. In all cases:

i. Where an Advertiser's account has daily spending limits imposed ("DailyLimits"), TheSparePartShop.Com reserves the right, in its absolute discretion, toincrease, decrease or eliminate those Daily Limits should the Advertiserbe receiving additional benefit beyond the value determined by theDaily Limit set by the Advertiser or for any other reason that TheSparePartShop.Combelieves, in its absolute discretion, is detrimental to TheSparePartShop.Com orusers of the Services. In no case will the Daily Limit exceed the amountof funds remaining in an Advertiser's account for that particularpackage.

ii. The subscription amount paid by the Advertiser is the amount agreed toover the phone with TheSparePartShop.Com or a Reseller or on the order form orinvoice provided at the time of sale including Value Added Tax (VAT) andany other applicable taxes set-up or maintenance fees, if any. TheAdvertiser will adhere to any payment terms contained in an order formor invoice or as otherwise agreed between the Advertiser and TheSparePartShop.Com ora Reseller over the phone.

iii. If any payment (for example, a renewal payment) has not been made, asper your payment terms, your account will be suspended until payment hasbeen received and a reactivation fee of 3,000 Naira (Three ThousandNaira) will apply. Suspended accounts may be blocked from the Services.If there is no payment after 90 days of a payment due date, as per thepayment terms, the account may be cancelled and the account will not besubject to any form of a refund. Cancelled accounts cannot bereactivated and any account history or information may not beretrievable.

iv. Nothing prevents TheSparePartShop.Com or its agents from taking any action necessaryto recover unpaid fees and charges. In the event there is need forTheSparePartShop.Com to collect its unpaid fees and charges, any costs associatedwith collecting unpaid fees (such as debt collectors' or solicitors'fees) will become the sole liability of the Advertiser. In this event,TheSparePartShop.Com may also submit a default application against the Advertiserwith credit reporting agencies.

V. The invoicing schedules for renewal will depend on the agreed packagethat the Advertiser purchases as per the order form, invoice or verbalagreement.

vi. Payments for the Marketing Services will be invoiced in advance, thatis, prior to the start of the Marketing Services being made availablefor public use. Where there are no credit terms with an Advertiser,TheSparePartShop.Com reserves the right to delay commencement of making theMarketing Services available for public use until the Advertiser'sfunds are received by TheSparePartShop.Com or a Reseller.

vii. TheSparePartShop.Com reserves the right to change the structure, form and pricing ofany of its packages at any point in time. However, once a particularpackage is fully paid for by an Advertiser, TheSparePartShop.Com will not alter thestructure, form or pricing of that particular package without the priorconsent of the Advertiser.

viii. VAT and any other applicable taxes will be charged to the Advertiserfor any package or other product or service purchased from TheSparePartShop.Com.

D. If you register for Marketing Services with aReseller, it is possible based on your arrangement with that Reseller, that youwill not be provided with an "Advertiser Login" to amend your Content as such managementof your account may be done by the Reseller on your behalf as part of the servicethey provide to you. An Advertiser Login allows an Advertiser (or a Reseller orboth depending on what was agreed) to login to the Marketing Services, amend detailsand track the leads it is receiving from users of the Services.

E. To become a registered user or an Advertiser,you must provide a password and a login name for your Advertiser Login. You areentirely responsible if you do not maintain the confidentiality of your passwordand login name. In addition, you are entirely responsible for any and all activitiesthat occur using your login name.

F. You agree to notify TheSparePartShop.Com as soon as youbecome aware of any unauthorized use of your login name or any other breach of securityin connection with TheSparePartShop.Com, the Marketing Services or Services in general.

G. The Marketing Services will provide reportingto the Advertiser, or its authorized agent (e.g. a Reseller) through the AdvertiserLogin. When the funds paid by the Advertiser for a particular package get closeto full usage, TheSparePartShop.Com and/or its Reseller may issue the Advertiser with a notice,and subject to these Terms of Use, offer the Advertise an option to renew, top-upor purchase a different package from TheSparePartShop.Com. All notices will be served in writingand will be sent by facsimile or electronic mail to the Advertiser at their respectiveaddresses as specified on the order forms or in their Content.

CancellationRefund Policy

A. one type of the Marketing Services,TheSparePartShop.Com sells various packages to Publishers. Where a package has been purchasedby an Advertiser, TheSparePartShop.Com may, at its sole discretion, provide the Advertiser witha refund for only the unused portion of the account balance (less applicable feesor charges if any) for that particular package. Once the refund is provided, thatparticular package and associated Marketing Services will immediately be cancelled.The Advertiser is still responsible for all charges incurred up to the time of cancellation.TheSparePartShop.Com reserves the right to charge an administrative fee of up to 5,000 Nairawhere it grants any refunds or cancellations.

B. For certain packages where TheSparePartShop.Com explicitlyoffers a money back guarantee, TheSparePartShop.Com will refund to the Advertiser any unusedportion of the account balance (less applicable fees or charges if any) subjectto any additional terms of that money back guarantee. Where such a money back guaranteedoes not stipulate any administrative charges for refunds or cancellations, TheSparePartShop.Comwill not charge the Advertiser any administrative or cancellation charge. Once therefund is provided, that particular package or Advertising Service will immediatelybe cancelled. The Advertiser is still responsible for all charges incurred up tothe time the Advertising Service is cancelled.

C. Where the Advertising Service purchased isnot in the form of a package, then the specific terms of that order form, invoiceor other documentation will govern the terms of cancellation.

D. Any notification of a request for a refund or intentto cancel must be provided in writing or by email to sales@vconnect.com or to yourReseller

E. Once a refund is approved, it will be processedwithin 15 working days.

F. Any Daily Limit amount that has already beenspent, including any over amount to a Daily Limit referred to in Clause 6(c)i. abovewill not be refunded under any circumstances.

GTheSparePartShop.Com reserves the right, at its sole discretion,to restrict, suspend or terminate your access to all or any part of the AdvertisingServices at any time for any reason without prior notice or liability. TheSparePartShop.Commay change, suspend or discontinue all or any aspect of the Marketing Servicesat any time, including the availability of any Advertising Service feature, database,or content, without prior notice or liability.

Disclaimer of Warranties

In addition to the Disclaimer of Warranties contained the Terms of Useabove which will also apply to Marketing Services in the same mannerthey apply to Services:

A. You expressly agree thatentering or using of the Marketing Services is at your own risk. Nowarranty, representation, condition, undertaking or term - express orimplied, statutory or otherwise - including but not limited to thecondition, quality, durability, performance, accuracy, reliability,non-infringement, merchantability, or fitness for a particular purposeor use of the Advertising Service is given or assumed;

B. TheSparePartShop.Com makes no warranty orguarantee that the Marketing Services will: meet your requirements;generate additional leads; increase sales, business activity or profitsor any other form of improvement for your business; lead to any exposureof your business or any keywords or other information contained in yourContent and if such exposure does occur that the placement of yourbusiness information is ranked highly; or that the Marketing Serviceswill be uninterrupted, timely, secure, or error-free.

C. TheSparePartShop.Com does not warrant orguarantee that any information available on or through the AdvertisingServices will: be free of infection by viruses, worms, trojan horses oranything else containing destructive properties; that the informationavailable on or through the Marketing Services will not containmaterials which some individuals may deem objectionable; or that thefunctions or services performed by the Marketing Services will beuninterrupted or error-free or that defects in the Marketing Serviceswill be corrected.

D. The Resellers make no warranty norrepresentation that they are employees of TheSparePartShop.Com or that they have anycontrol over the operation of the Marketing Services or otherServices offered by TheSparePartShop.Com;

Limits on Liability

A. In no event will TheSparePartShop.Com be liable to anyparty for any damages, including without limitation any direct, indirect, special,punitive, incidental or consequential damages (including, but not limited to, damagesfor loss of business profits, business interruption, loss of programs or information,loss of profits or goodwill or loss of use of facilities or equipment), or any otherdamages arising - in any way, shape or form - out of the availability, use, relianceon, inability to utilise or improper use of the Marketing Services or Serviceseven if TheSparePartShop.Com has been advised of the possibility of such damages or is negligent,and regardless of the form of action, whether in contract, tort, or otherwise.

B. In no event will TheSparePartShop.Com be liable to any partyfor any delays, inaccuracies, errors or omissions with respect to the AdvertisingServices or the information or the transmission or delivery of all or any part thereof,for any damage arising therefrom or occasioned thereby, or for the results obtainedfrom the use of information available on or through the Marketing Services orServices. You expressly agree that TheSparePartShop.Com will not be responsible or liable forany loss of data, nor will it be required to return any lost data, resulting fromthe suspension or deletion of user information, network or system outages, filecorruption or any other reasons.

C. TheSparePartShop.Com urges you to maintain backup versionsof your Content to guard against losses of any kind. You expressly agree that TheSparePartShop.Comwill not be liable for any conduct by users of the Marketing Services or Servicesand will not be responsible or liable for the accuracy, usefulness or availabilityof any information transmitted, uploaded, posted or made available on or throughthe Services or Marketing Services. You expressly agree to indemnify and holdharmless TheSparePartShop.Com, its subsidiaries, affiliates, officers, agents, co-branders andother partners and its and their respective employees, from and against any andall damages, liabilities, actions, causes of action, suits, claims, demands, losses,costs and expenses (including without limitation reasonable attorneys' fees anddisbursements and court costs) arising from or in connection with your Content,your use of or connection to the Services or Marketing Services, your violationof these Terms, your violation of any rights of any third party in any way or yourviolation of any law.

D. Notwithstanding the above, TheSparePartShop.Com's aggregateliability to the Advertiser will be at TheSparePartShop.Com's discretion.

Debtor Policy

A. Default and consequences of default:

i. Interest onoverdue invoices will accrue from the date when payment becomes due daily untilthe date of payment at a rate of 2.5% per calendar month and will accrue at sucha rate after as well as before any judgment.

ii. If the Advertiserdefaults in payment of any invoice when due, the Advertiser will indemnify TheSparePartShop.Comand/or the Reseller as the case may be from and against all costs and disbursementsincluding all reasonable legal fees and all costs of collection.

iii. Without prejudiceto any other remedies TheSparePartShop.Com or a Reseller may have, if at any time the Advertiseris in breach of any obligation (including those relating to payment), TheSparePartShop.Com maysuspend or terminate the supply of Marketing Services to the Advertiser and anyof its other obligations under the Terms. TheSparePartShop.Com will not be liable to the Advertiserfor any loss or damage the Advertiser suffers because TheSparePartShop.Com exercised its rightsunder this clause.

iv. If any account remains unpaid at the endof the second month after supply of Marketing Services or other goods or services,the following will apply: an immediate amount of N5000.00 (Five Thousand Naira)may be levied for administration fees which sum will become immediately due andpayable.

v. In the event that:

1)any money payable to TheSparePartShop.Com becomesoverdue, or in TheSparePartShop.Com's opinion the Advertiser will be unable to meetits payments as they fall due;

2)the Advertiser becomes insolvent,convenes a meeting with its creditors or proposes or enters into anarrangement with creditors, or makes an assignment for the benefit ofits creditors; or

3) a receiver, manager, liquidator(provisional or otherwise) or similar person is appointed in respect ofthe Advertiser or any asset of the Advertiser, then TheSparePartShop.Com will beentitled to cancel all or any part of any order of the Advertiser orAdvertising Service without refund in addition to and without prejudiceto any other remedies.

Privacy

A. The Advertiser and/or any guarantor(s) agreethat TheSparePartShop.Com may exchange information about the Advertiser and guarantor(s) withthose credit providers named in an application for credit account or named in aconsumer credit report issued by a reporting agency for the following purposes:

i. To assess an application by an Advertiser,

ii. To notify other credit Providers of a default by the Advertiser,

iii. To exchange information with other credit providers as to the status ofthis credit account,  where the Advertiser is in default with othercredit providers, an

iv. To assess the credit worthiness of Advertiser and/or any of its guarantor(s).

B. The Advertiser consents to TheSparePartShop.Com to collectoverdue payment  on commercial credit

C. The Advertiser agrees that anypersonal data provided may be used and retained by TheSparePartShop.Com for thefollowing purposes and for other purposes as will be agreed between theAdvertiser and TheSparePartShop.Com or required by law from time to time:

i. The provision of Services or other related services,

ii. The marketing ofServices and/or other products by TheSparePartShop.Com, its agents or distributorsin relation to the Services,

iii. Analyzing, verifying and/or checking theAdvertiser's credit, payment and/or status in relation to provision ofServices or related services,

D. Our Marketing Services are designedto allow Publishers to make available to the general public the PublicContent. Consequently, by submitting any Public Content, you therebywaive any privacy expectations you have with respect to our use of yourinformation provided to us. If you do not wish to have your informationabout yourself viewed by or disclosed to others, please do not use ourServices.