TERMS AND CONDITIONS

NewCroft is a limited liability partnership which owns and operates the Countrysports Directory (the 'Directory') and NewCroft runs its business relating to the Directory in accordance with these Standard Terms and Conditions at all times.

You, hereinafter the Customer require the services provided by NewCroft and the Directory and are willing to accept such services offered on the basis of and in accordance with these Standard Terms and Conditions.

1. Definitions and interpretations

1.1. In these Standard Terms and Conditions unless the context otherwise requires, the following words and expressions shall have the following meanings:

'Advertising Space' advertising space in the Directory;

'Directory' the Countrysports Directory;

'Image' that image which is provided by the Customer for reproduction in the Directory;

'Link' that like which is provided by the Customer for reproduction in its Advertising Space;

'Submission Date' the date on which NewCroft accepts the submission of any Image and Link by the Customer for inclusion in the Directory;

'Term' the period of one year for which the Customer purchases the Advertising Space.

1.2. In these Standard Terms and Conditions references to:

1.2.1. Clauses are to the clauses of these Standard Terms and Conditions and the headings in these Standard Terms and Conditions are for convenience only and shall not be used in construing these Standard Terms and Conditions;

1.2.2. the singular includes a reference to the plural and vice versa and a reference to the masculine includes a reference to the feminine and neuter and reference to a person shall include a reference to any company as well as to any legal or natural person; and

1.2.3 a party, or parties, are to any party or together the parties to this agreement.

1.3. These Standard Terms and Conditions apply to all NewCroft's dealings in respect of the Directory and any variation to these conditions and any representations about the Directory shall have no effect unless expressly agreed in writing by either Alexander Thorneycroft-Taylor or Gareth Newton of NewCroft. The Customer acknowledges that it has not relied on any statement, promise or representation made or given by or on behalf of NewCroft which is not set out in these Terms and Conditions.

2. Purchase of Advertising Space

2.1 The minimum purchase of Advertising Space is £100 for an advertising standard block and no maximum purchases are imposed. Multiple purchases may be eligible for a volume discount at the sole discretion of NewCroft.

2.2 All Advertising Space is sold on a first come first served basis.

2.3 All Advertising Space is purchased for a term of one year (the 'Term') from the date of submission for inclusion in the Directory (the 'Submission Date') and, will be renewed automatically at the end of any such Term, at which time a further years payment will be due from the Customer. .

2.4 Payment in respect of any purchase of Advertising Space must be received by NewCroft in full and cleared before mention of the Customer will be made in the Directory or any Image or Link relating to such Advertising Space will be published in the Directory and any such publication shall be effected by NewCroft as soon as reasonably practicable thereafter.

2.5 Any purchase of Advertising Space may be cancelled by the Customer at any time up until the Submission Date, but NewCroft reserves the right to refuse to accept any cancellation received after the Submission Date and no refund will be given in respect of such cancellation.

2.6 The Customer agrees that a purchase of Advertising Space does not grant the Customer any right of ownership either in respect of that Advertising Space or in respect of the Directory as a whole, but grants the Customer the sole right to submit an Image and a Link to be published in the Directory in the respective Advertising Space purchased.

2.7 The Customer accepts full responsibility and liability for and relating to, either directly or indirectly, the contents of any Image and/or Link submitted for inclusion in the Directory.

2.8 Any purchase of Advertising Space in the Directory shall be subject to the following conditions:

2.8.1 all Images must conform to the exact dimension of the Advertising Space purchased to ensure clarity and registration and if, in the sole opinion of NewCroft, such confirmation does not exist, the Image may be refused by NewCroft;

2.8.2 Images must be in GIF or JPEG format and of such file size as is considered, by NewCroft in its sole discretion, to be reasonable;

2.8.3 no Image shall be animated in any way whatsoever;

2.8.4 all Links must either be to: (i) web pages beginning [http://]; or (ii) to e-mail addresses for further information requested; and

2.8.5 no Image or Link which is considered, by NewCroft in its sole discretion, to be defamatory, offensive, infringing, threatening, obscene, indecent, pornographic or otherwise unlawful, objectionable or inappropriate will be permitted.

3. Amendment to or removal of Advertising Space

3.1 The Customer is permitted to alter any Image or Link, on the prior approval of NewCroft (such approval not to be unreasonably withheld) after the Submission Date up to a maximum of four times in any one Term for a fee of £25.00 per alteration submitted.

3.2 The Customer is permitted to remove any Image or Link from the Directory and at any time but any such removal will not entitle the Customer to any refund in this respect and NewCroft shall be permitted to offer the relevant Advertising Space for resale from the date of such removal.

4. Contents of Advertising Space

4.1 The Customer agrees to abide by all applicable laws, regulations and codes of conduct and ensure that the content of any Image and/or Link submitted for inclusion in the Directory does not infringe the rights of others.

4.2 NewCroft reserves the right to reject any Images and/or Links it considers to be unacceptable in accordance with clause 2.8.5 above and, upon rejection, the Customer is permitted to provide alternative Images and/or Links for inclusion in the Directory. If the alternative Images and/or Links thus supplied are also rejected, the Customer will be entitled to a refund and the relevant Advertising Space will be offered for resale by NewCroft, minus those costs which NewCroft considers, in its sole and absolute discretion, to be appropriate.

4.3 In the event that a Link has been accepted for submission by NewCroft and published in the Directory and the Customer subsequently alters the Link to a linked site which includes unacceptable material pursuant to clause 2.8.5, the Link will be removed from the Directory forthwith, and without notice, until a new acceptable linked site is provided and no refund for any downtime incurred will be payable to the Customer.

4.4 Notwithstanding the foregoing, NewCroft reserves the right to remove any information/material it deems to be in breach of any of these Standard Terms and Conditions without notice, and without prejudice to any other accrued rights, and/or to make available such information/material when required to do so by law or when requested to do so by regulatory bodies or law enforcement organisations.

5. Payment

5.1 Payment in respect of the purchased Advertising Space will become due upon written receipt of acceptance by NewCroft of the proposed Image and Link submitted by the Customer.

5.2 Pursuant to clause 2.4, no Advertising Space will be published in the Directory until full payment has been received by NewCroft. No payment shall be deemed to have been received until NewCroft has received cleared funds.

6. Accuracy

Whilst all reasonable efforts have been made to ensure the accuracy of the contents of the Directory, NewCroft accepts no responsibility or liability, either direct or indirect, for any errors or omissions contained therein.

7. Links to other websites and e-mail addresses

The Directory contains links to other websites and/or e-mail addresses which are operated by third parties. The existence of such links does not constitute an endorsement of any such websites and/or e-mail addresses and it is agreed and understood that the linking of the Directory user to these sites is made expressly at the Customer's own risk. NewCroft thereby accepts no responsibility for and has no control over third party content and information which can be accessed using the Directory. Further, NewCroft does not examine or edit the use to which the Customer or others may put the Directory or the nature of the content or information being accessed and, notwithstanding NewCroft's policy regarding unacceptable material in accordance with clauses 2.8.5, 4.2 and 4.3, NewCroft accepts no liability of any kind arising from any such third party content or information.

8. Copyright

The Directory is wholly owned, run and operated by NewCroft and except as expressly stated in the Directory, no part of this website, including information, images, trademarks and logos and overall appearance of the Directory may be copied, republished or reproduced in any form whatsoever without the prior written permission of the copyright holders.

9. Limitation of liability

9.1 NewCroft does not guarantee:

9.1.1 that access to the Directory will be uninterrupted;

9.1.2. there will be no loss of or corruption of any of the contents of the Directory when downloaded onto any computer systems or that the Directory will be and remain free of any viruses; or

9.1.3 the security of the Directory including, but not limited to, the tampering of the Directory by third parties.

9.2 The Customer acknowledges and accepts that the Directory and the information contained therein is provided on an 'as is' basis and contains no warranties of any kind whatsoever, either expressed or implied, including, but not limited to, any warranties or implied warranties as to satisfactory quality within the meaning of the Sale of Goods Act 1979 or fitness for a particular purpose.

9.3 The Customer acknowledges that use of the Directory and the information contained therein is entirely at the sole risk of the Customer.

9.4 Nothing in these conditions excludes or limits the liability of NewCroft:

9.4.1 for death or personal injury caused by NewCroft's negligence; or

9.4.2. under section 2(3), Consumer Protection Act 1987; or

9.4.3 for any matter which it would be illegal for NewCroft to exclude or attempt its liability; or

9.4.4 for fraud or fraudulent misrepresentation.

9.5 Subject to clause 9.4:

9.5.1 NewCroft's total liability in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise, arising in connection with the Customer's purchase or proposed purchase of Advertising Space shall be limited to the relevant purchase price; and

9.5.2 NewCroft shall not be liable to the Customer for any pure economic loss, loss of profit, loss of business, depletion of goodwill or otherwise, in each case whether direct, indirect or consequential, or any claims for consequential compensation whatsoever (howsoever caused) which arise out of or in connection with the Customer's purchase of Advertising Space.

9.6 Subject to clauses 9.4 and 9.5, in the event of dissatisfaction with the Directory, the Customer's sole and exclusive remedy is to cease using the Directory and the information contained therein forthwith.

10. Force majeure

NewCroft shall not be responsible for any failure to perform its duties hereunder if such failure shall be caused by or directly or indirectly due to war, enemy action, terrorist action the act or regulation of any government or other competent authority, riot, civil commotion, rebellion, storm, tempest, accident, fire, lock-out, strike, fuel shortage, telecommunication failures or other cause where similar or not beyond the control of NewCroft provided that NewCroft shall use all reasonable efforts to minimise the effects of the same.

11. Entire agreement and Counterparts

11.1 These Standard Terms and Conditions set forth the entire agreement of the parties relating to the subject matter hereof.

11.2 These Standard Terms and Conditions may be executed in one or more counterparts all of which taken together shall be deemed to constitute one and the same instrument.

12. Waiver

12.1 The failure by NewCroft to enforce at any time or for any period any one or more of the provisions of these Standard Terms and Conditions shall not be a waiver by NewCroft of the right at any time thereafter to enforce all or any of them.

12.2 Any waiver by NewCroft of any breach of, or any default under, any provision of these Standard Terms and Conditions by the Customer shall not be deemed a waiver of any subsequent breach or default and shall in no way affect the other terms of these Standard Terms and Conditions.

13. Invalidity

If any provision of this Agreement is or becomes invalid or contravenes any applicable law, the remaining provisions shall remain in full force and effect.

14. Contracts (Rights of Third Party) Act 1999

No term of these Standard Terms and Conditions shall be enforceable under the Contracts (Rights of Third Parties) Act 1999 by a third party.

15. Amendments to these Standard Terms and Conditions

15.1 NewCroft may modify these Standard Terms and Conditions from time to time and without prior notice. The Customer should ensure therefore that these Standard Terms and Conditions are reviewed periodically so as to be aware of any such amendments.

15.2 Continued use of the Directory following notification of any such amendments shall be deemed as acceptance of and agreement by the Customer to abide by all such amendments.

16. Governing law

The formation, existence, construction, performance, validity and all aspects of these Standard Terms and Conditions shall be governed by English law and the parties submit to the exclusive jurisdiction of the English courts.