This Agreement is between Reed Elsevier (UK) Limited trading as LexisNexis ("we or us") and the individual or company to whom LexisNexis has agreed to supply the LawyerLocator service through which you may receive enquiries ("you"). You are engaged in the business of providing legal services in United Kingdom and wish LN's assistance in relation to the introduction of clients and organisations requiring legal services. Accordingly, LN has agreed to provide to you with the LawyerLocator service ('Services'), during the term of this Agreement, in consideration of a flat fee of £20.00 ('Fee') for each enquiry ('Enquiry') raised by a client or potential client using the Services ('Client'). You have the opportunity to accept and decline each case enquiry and are only billed £20.00 for each case you accept.
We represent and warrant that we have the right and authority to make the Services available pursuant to these Terms and Conditions.
EXCEPT AS OTHERWISE PROVIDED IN SECTION 1.1, THE SERVICES ARE PROVIDED ON AN "AS IS", "AS AVAILABLE" BASIS AND WE MAKE NO EXPRESS WARRANTIES UNDER THIS AGREEMENT, INCLUDING WITHOUT LIMITATION THAT THE SERVICES ARE OR WILL BE COMPLETE OR FREE FROM ERRORS OR THAT INFORMATION WILL CONTINUE TO BE AVAILABLE TO US TO ENABLE US TO KEEP THE SERVICES UP-TO-DATE.
A Client may send an Enquiry to you as well as other providers of legal services using the Services. Failure to respond to an Enquiry within 72 hours of it being sent may result in the Enquiry being sent to other providers of legal services.
We shall provide the Services in accordance with the terms of this Agreement. For the avoidance of doubt we shall not be under any obligation to provide any services or advice to a Client.
You shall pay the Fee in accordance with clause 3, below.
You shall promptly provide all such information as we may from time to time reasonably request or as may be necessary for the proper provision of the Services and performance of this Agreement. Such information shall include but not be limited to contact name, email address and telephone number.
You shall undertake to respond promptly to a client or prospective client ('Client') following an Enquiry.
You shall pay the Fee for each Enquiry sent by a Client using the Services that you accept. The Fee shall be paid by you irrespective of whether (i) a Client sends the Enquiry to other providers of legal services and/or (ii) such an Enquiry results in you retaining a Client to provide legal services and/or advice.
Following the date of this Agreement, we shall within 21 days of the last day of each month provide to you a statement setting out the number of Enquiries (if any) during the preceding month and the amount of the Fees due to us from you.
Following receipt of a statement from the Company pursuant to the clause above, the Introducer shall invoice the Company for the Fees shown in the statement.
All invoices (referred to above) shall be payable within 30 days of the date of the invoice.
All sums payable hereunder are exclusive of Value Added Tax or equivalent taxes which shall be payable in addition to the Fees.
To the maximum extent permitted by law, a Covered Party (as defined below) shall not be liable for any loss, injury, claim, liability, or damage of any kind resulting in any way from (a) any errors in or omissions from the Services available or not included therein, (b) the unavailability or interruption to the supply of the Services or any features thereof, (c) Client's use or misuse of the Services (regardless of whether Client received any assistance from a Covered Party in using or misusing the Services), (d) your use of any equipment in connection with the Services, (e) an Enquiry or a Client following its use of the Services (f) any delay or failure in performance beyond the reasonable control of a Covered Party, or (g) any negligence of a Covered Party or its employees, contractors or agents in connection with the performance of our obligations under this agreement.
"Covered Party" means (a) us, our affiliates, and any officer, director, employee, subcontractor, agent, successor, or assign of us or our affiliates.
Our liability to you for breach of any condition or warranty implied under any law which cannot be lawfully modified or excluded by this agreement shall, to the extent permitted by law, be limited at our option to supplying the Services again or paying for their re-supply. Nothing in this Agreement is intended to exclude liability for death or personal injury resulting from any negligence by us.
Our liability to you for loss or damage of any kind (including loss or damage caused by negligence) is reduced to the extent that you caused or contributed to that loss or damage.
SUBJECT TO CLAUSE 4.3, THE AGGREGATE LIABILITY OF THE COVERED PARTIES IN CONNECTION WITH ANY OTHER CLAIM ARISING OUT OF OR RELATING TO THE SERVICES SHALL NOT EXCEED THE AMOUNT OF YOUR ACTUAL DIRECT DAMAGES. YOUR RIGHT TO MONETARY DAMAGES IN THAT AMOUNT SHALL BE IN LIEU OF ALL OTHER REMEDIES WHICH YOU MAY HAVE AGAINST ANY COVERED PARTY.
SUBJECT TO CLAUSE 4.3, THE COVERED PARTIES SHALL NOT BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER (INCLUDING, WITHOUT LIMITATION, LEGAL FEES) IN ANY WAY DUE TO, RESULTING FROM, OR ARISING IN CONNECTION WITH THE SERVICESOR THE FAILURE OF ANY COVERED PARTY TO PERFORM ITS OBLIGATIONS, REGARDLESS OF ANY NEGLIGENCE OF ANY COVERED PARTY.
This Agreement is for the minimum period of 12 months (the 'Term'). In the event that no notice of termination has been received by LN prior to 90 days before expiry of the Term, this Agreement shall continue for a further period equal to the initial Term. This Agreement, may be changed from time to time as described below or by written agreement. Charges and payment terms may be changed in by written consent of both parties; all other provisions may be changed by LN immediately upon notice. Your access to the Services may be terminated immediately upon notice to LN if any change is unacceptable. Continued use of the Services following any change constitutes acceptance of the change.
Either party may terminate the subscription for access to the Services. You may terminate this agreement by giving LN at least 90 days' written notice, to expire the day before the end of the Term. LN may terminate this agreement by giving at least 60 days' notice. LN may suspend or discontinue providing the Services to you without notice and pursue any other remedy legally available to it if you fail to comply with any of your obligations hereunder.
Neither Party will disclose to any third party details of this Agreement or any of the negotiations undertaken in relation to this Agreement without the prior written consent of the other.
Except as otherwise provided herein, all notices and other communications to you hereunder shall be in writing or displayed electronically in the Services by the provider thereof. Notices to you shall be deemed to have been properly given on the date posted, if posted; on the date first made available, if displayed in the Services; or on the date received, if delivered in any other manner. Notices to us should be sent to your account representative.
The failure of us to enforce any provision hereof shall not constitute or be construed as a waiver of such provision or of the right to enforce it at a later time.
You may not assign your rights or delegate your duties under these Terms and Conditions without our prior written consent.
These Terms and Conditions shall be governed by and construed in accordance with the laws of England.
We will use personal information collected about you for the purposes of (a) providing access to and use of the Services, (b) providing customer support, billing and other similar activities related to the Services, and (c) keeping you informed about products, services, offers and upcoming events and to improve our services. We may also provide personal information about you to third parties for the purpose of providing you with direct marketing offers which we think may be of interest. If you do not wish to receive information about other products, services, offers and events, notify us in writing.
In accordance with the Data Protection Act 1998, we will provide and export personal information about you to other members of our company group, including Reed Elsevier Inc. in the United States and relevant third parties, for the purposes of (a) providing access to and use of the Services, and (b) providing customer support, billing and other similar activities related to the Services.
Save for the owners of any intellectual property supplied by us, no third parties shall acquire any rights under this Agreement and the provisions of the Contracts (Rights of Third Parties) Act 1999 are excluded.
Nothing in this Agreement shall constitute an exclusive arrangement or appointment as between the parties.
LexisNexis LawyerLocator complies with the Solicitors Regulation Authority's Code of Conduct 2011 regarding referrals published by the Solicitors Regulation Authority, and any solicitor to whom we refer you is an independent professional, from whom you will receive impartial and confidential advice. You are free to choose another Solicitor. In the event that you instruct a solicitor, LexisNexis LawyerLocator will be paid a referral fee of up to £40 per solicitor, per accepted enquiry, but this will not be added to your bill.