THE

NEIGHBOURHOODSERVICES.com

SERVICE AGREEMENT

NEIGHBOURHOODSERVICES.COM advertising, promotion and marketing is an Internet-based online service provided subject to the terms and conditions of this Service Agreement ("Agreement").

This Agreement constitutes the entire agreement between you as an authorised user of NEIGHBOURHOODSERVICES.COM SERVICES ("you" or "Client"), and NEIGHBOURHOODSERVICES.COM.

By using NEIGHBOURHOODSERVICES.COM, you confirm your acceptance of, and agree to be bound by, this Agreement.

1. Client Information.

1.1 The name, address and payment information that you provide when you subscribe to NEIGHBOURHOODSERVICES.COM, together with information regarding the manner in which you use NEIGHBOURHOODSERVICES.COM and/or the Internet, will not be processed or disclosed by NEIGHBOURHOODSERVICES.COM except as permitted by this Agreement.

2. NEIGHBOURHOODSERVICES.COM Usage.

You may advertise with NEIGHBOURHOODSERVICES.COM subject to the terms of this Agreement, NEIGHBOURHOODSERVICES.COM policies, and applicable law.

All webpages are subject to review, modification and deletion without notice by NEIGHBOURHOODSERVICES.COM or an authorised agent.

NEIGHBOURHOODSERVICES.COM reserves the right in its sole discretion to change NEIGHBOURHOODSERVICES.COM's policies at any time.

2.1 You are responsible for your communications via, and your use of, NEIGHBOURHOODSERVICES.COM.

You may not, under any circumstances, do any of the following:

(a) may not obtain paid advertising for your webpage(s) (if applicable); (b) publish, post, distribute or disseminate defamatory, infringing, obscene or other unlawful material or information via any web pages within the NEIGHBOURHOODSERVICES.COM website; (c) use NEIGHBOURHOODSERVICES.COM to threaten, harass, stalk, abuse, or otherwise violate the legal rights (including rights of privacy and publicity) of others; (d) send unsolicited mail (ie - spam) referencing any Universal Resource Locator ("URL") within the NEIGHBOURHOODSERVICES.COM domain (http://www.NeighbourhoodServices.com); (e) request NEIGHBOURHOODSERVICES.COM to publish, post, distribute, or disseminate material protected by intellectual property laws, rights of privacy or publicity, or any other applicable law unless you own or control the rights thereto or have received all necessary consents; (f) operate a webpage with NEIGHBOURHOODSERVICES.COM without a valid contact address; (g) use NEIGHBOURHOODSERVICES.COM in a manner that adversely affects the availability of its resources to other Clients; (h) falsely purport to be a NEIGHBOURHOODSERVICES.COM employee or agent; or (i) cause repeated disruptive incidents (o) act, or fail to act, in your use of NEIGHBOURHOODSERVICES.COM, in a manner that is contrary to applicable law or regulation.

In addition, NEIGHBOURHOODSERVICES.COM makes no guarantee as to the availability of service and is not liable in anyway for loss of service. NEIGHBOURHOODSERVICES.COM reserves the right to delete any page it deems unacceptable for any reason without prior verbal or written notice. Your failure to observe any of the foregoing limitations or obligations shall result in termination of your Clientship and may result in civil or criminal liability.

2.2 You agree to (a) maintain all equipment required for your access to and use of NEIGHBOURHOODSERVICES.COM; (b) maintain the security of information relating to your NEIGHBOURHOODSERVICES.COM account; and (c) be responsible for all charges resulting from use of your NEIGHBOURHOODSERVICES.COM account.

2.3 Either you or NEIGHBOURHOODSERVICES.COM may terminate your NEIGHBOURHOODSERVICES.COM Clientship at any time, with or without cause.

3. Operation.

NEIGHBOURHOODSERVICES.COM reserves complete and sole discretion with respect to the operation of NEIGHBOURHOODSERVICES.COM, and the Client hereby agrees that NEIGHBOURHOODSERVICES.COM may use any and all promotional materials available throughout the NEIGHBOURHOODSERVICES.COM website for any form of marketing it deems appropriate, without any form of recourse to NEIGHBOURHOODSERVICES.COM. This applies to any and all materials included on the Client's NEIGHBOURHOODSERVICES.COM web pages. Notwithstanding any termination of this agreement, NEIGHBOURHOODSERVICES.COM retains complete and sole worldwide intellectual (and all other) copyrights to all digital, textual, audio, video and any other forms of information included within any website and/or advertisement, banner, display, photograph or text, whether static or in the form of hyperlinks that have been designed, developed, maintained and hosted by NEIGHBOURHOODSERVICES.COM, excluding such information that has been supplied by the Client and is under the Client (or other party) copyright. Such copyright will remain in force following termination and is applicable to information throughout the whole of the NEIGHBOURHOODSERVICES.COM website in it's entirety.

4. Client Representations.

You represent and warrant that you are at least 18 years of age (or, if using the NEIGHBOURHOODSERVICES.COM WebFolio facility you represent and warrant that you are at least 16 years of age) and that you possess the legal right and ability to enter into this Agreement and to use NEIGHBOURHOODSERVICES.COM in accordance with this Agreement. You agree to be financially responsible for your use of NEIGHBOURHOODSERVICES.COM¹s services and to comply with your responsibilities and obligations as stated in this Agreement.

5. Content.

NEIGHBOURHOODSERVICES.COM does not endorse or stand behind the accuracy, truthfulness or reliability of any information (including statements of opinion or advice) provided on or by means of NEIGHBOURHOODSERVICES.COM, other than information provided by authorised NEIGHBOURHOODSERVICES.COM spokespersons. Statements made in individual Client websites reflect only the views of their authors.

No Warranties and Limitation of Liability.

6.1 NEIGHBOURHOODSERVICES.COM SERVICES ARE PROVIDED "AS IS," AND NEIGHBOURHOODSERVICES.COM LTD. MAKES NO EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES TO YOU REGARDING THE USABILITY, CONDITION OR OPERATION THEREOF. NEIGHBOURHOODSERVICES.COM MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING CONTENT, GOODS OR SERVICES PROVIDED BY ANY CLIENT. NEIGHBOURHOODSERVICES.COM DOES NOT WARRANT THAT ACCESS TO OR USE OF NEIGHBOURHOODSERVICES.COM WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT NEIGHBOURHOODSERVICES.COM SERVICES WILL MEET ANY PARTICULAR CRITERIA OF PERFORMANCE OR QUALITY. NEIGHBOURHOODSERVICES.COM EXPRESSLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, COMPATABILITY, SECURITY OR ACCURACY.

6.2 YOUR USE OF NEIGHBOURHOODSERVICES.COM SERVICES IS AT YOUR OWN RISK. YOU ASSUME FULL RESPONSIBILITY AND RISK OF LOSS OR DAMAGES (INCLUDING CONSEQUENTIAL , PHYSICAL, EMOTIONAL, MENTAL OR SPECIAL DAMAGES) RESULTING FROM THE USE OF NEIGHBOURHOODSERVICES.COM SERVICES BY YOU OR ANY OTHER INDIVIDUAL's. YOU AGREE THAT RESPONSIBILITY FOR ENSURING ALL PERMISSIONS RELATING TO THE USE OF ANY AND ALL INFORMATION THAT YOU (OR ANY OTHER INDIVIDUAL's) HAVE SUBMITTED TO NEIGHBOURHOODSERVICE.COM FOR USE ON YOUR WEB SITE OR WEBFOLIO HAS BEEN OBTAINED FROM THE APPROPRIATE SOURCE. IF YOU ARE UNDER 18, YOU AGREE THAT YOU HAVE CONSULTED WITH AND RECEIVED THE PERMISSION OF A PARENT OR GUARDIAN PRIOR TO THE AFOREMENTIONED PARENT OR GUARDIAN ACQUIRING A WEBFOLIO ON YOUR BEHALF. YOU AGREE THAT NEIGHBOURHOODSERVICES.COM AND ALL PROVIDERS OF TELECOMMUNICATIONS AND NETWORK SERVICES FOR NEIGHBOURHOODSERVICES.COM WILL NOT BE LIABLE FOR DAMAGES (INCLUDING CONSEQUENTIAL , PHYSICAL, EMOTIONAL, MENTAL OR SPECIAL DAMAGES) ARISING OUT OF YOUR OWN (OR ANY OTHER INDIVIDUAL's) USE, MISUSE OR INABILITY TO USE NEIGHBOURHOODSERVICES.COM SERVICES, OR THE ACTIONS OR INACTIONS OF ANY MERCHANT OR SUPPLIER OR THE GOODS OR SERVICES THEY PROVIDE, AND YOU HEREBY WAIVE ANY CLAIMS WITH RESPECT THERETO, WHETHER BASED ON CONTRACTUAL OR OTHER GROUNDS, EVEN IF NEIGHBOURHOODSERVICES.COM HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES.

IN THE UNLIKELY EVENT OF ANY BREACH OF THIS AGREEMENT BY NEIGHBOURHOODSERVICES.COM YOU HEREBY RELEASE NEIGHBOURHOODSERVICES.COM. FROM ANY AND ALL OBLIGATIONS, LIABILITIES AND CLAIMS IN RELATION TO THIS AGREEMENT.

7. Charges

7.1 You agree to pay all charges (including, without limitation, the NEIGHBOURHOODSERVICES.COM Client fees) for your use of NEIGHBOURHOODSERVICES.COM at the prices then in effect.

NEIGHBOURHOODSERVICES.COM Client fees, if applicable, will be subject to VAT, sales or other taxes as as and when appropriate. NEIGHBOURHOODSERVICES.COM reserves the right to change prices or instigate new charges for access to or use of NEIGHBOURHOODSERVICES.COM at any time upon not less than thirty (30) days' notice to Clients. All changes will be posted online, and you are responsible for reviewing pricing information posted on NEIGHBOURHOODSERVICES.COM regularly to obtain timely notice of such changes. Continued use of NEIGHBOURHOODSERVICES.COM or non-termination of your Clientship after changes are posted constitutes your acceptance of the prices as modified by the posted changes. Charges are to be paid on a monthly, quarterly bi-annual or annual basis. If the payment method for your NEIGHBOURHOODSERVICES.COM account is by credit or debit card and payment is not received by NEIGHBOURHOODSERVICES.COM from the card issuer or its agents, you agree to pay all amounts due upon demand by NEIGHBOURHOODSERVICES.COM. Your card issuer's agreement governs your use of your designated card in connection with NEIGHBOURHOODSERVICES.COM, and you must refer to such agreement (not this Agreement) with respect to your rights and liabilities as a cardholder. You agree that NEIGHBOURHOODSERVICES.COM may (at its option) accumulate charges incurred during your billing cycle and submit them as one or more aggregate charges during or at the end of each cycle, and that NEIGHBOURHOODSERVICES.COM may delay obtaining authorisation from your card issuer until submission of the accumulated charge(s). This means that accumulated charges may appear on the statement you receive from your card issuer.

You must promptly notify NEIGHBOURHOODSERVICES.COM of changes to: (a) the account number or expiration date of your designated card; (b) your billing address; and (c) the name of any other person whom you have authorised to use your NEIGHBOURHOODSERVICES.COM account.

8. Statements and Payment.

8.1 NEIGHBOURHOODSERVICES.COM will provide you with a statement of charges on your NEIGHBOURHOODSERVICES.COM account as and when such charges are incurred and/or paid: however, any failure of NEIGHBOURHOODSERVICES.COM to provide you with a statement does not affect your responsibility to pay any incurred charges.

8.2 NEIGHBOURHOODSERVICES.COM reserves the right to suspend or terminate your NEIGHBOURHOODSERVICES.COM Clientship without notice upon rejection of any payment, card charges or if your card issuer (or its agent or affiliate) seeks return of payments previously made to NEIGHBOURHOODSERVICES.COM when NEIGHBOURHOODSERVICES.COM believes you are liable for the charge. Such rights are in addition to and not in lieu of any other legal rights or remedies available to NEIGHBOURHOODSERVICES.COM. You agree to pay a late charge on all amounts due but not timely paid and which remain unpaid for thirty (30) days after being billed. The late charge will equal one and one-half percent (1 1/2%) of the past due amount per month until paid or, if such rate is in excess of the allowable rate, the maximum rate allowed by law. NEIGHBOURHOODSERVICES.COM reserves the right to refer your NEIGHBOURHOODSERVICES.COM account to a third party for collection in the event of ongoing default.

9. Indemnification. You agree to indemnify NEIGHBOURHOODSERVICES.COM from and against any and all liabilities, expenses (including legal fees) and damages arising out of claims based upon use of your NEIGHBOURHOODSERVICES.COM account, including any claim of libel, defamation, violation of rights of privacy or publicity, loss of service by other Clients and infringement of intellectual property or other rights. NEIGHBOURHOODSERVICES.COM will notify you promptly of any claim for which NEIGHBOURHOODSERVICES.COM seeks indemnification and will afford you the opportunity to participate in the defence of such claim, provided that your participation will not be conducted in a manner prejudicial to NEIGHBOURHOODSERVICES.COM¹s interests, as reasonably determined by NEIGHBOURHOODSERVICES.COM.

11. Notices; Consent.

Notices given by NEIGHBOURHOODSERVICES.COM to you will be given by your posted e-mail address, or by a general posting on NEIGHBOURHOODSERVICES.COM, or by conventional mail. In any matter requiring NEIGHBOURHOODSERVICES.COM¹s prior consent, such consent will be considered given only if made in the foregoing manner by an authorised representative of NEIGHBOURHOODSERVICES.COM. Notices given by you to NEIGHBOURHOODSERVICES.COM must be given by e-mail addressed as follows: notices@neighbourhoodservices.com or by conventional mail. Notices to NEIGHBOURHOODSERVICES.COM by conventional mail must be sent to:

NeighbourhoodServices.com, 48, Park Lane, Bootle, Merseyside L20 6DN.

12. Effective Date; Changes to Terms.

This Agreement takes effect on the date on which you first use NEIGHBOURHOODSERVICES.COM and continues until your NEIGHBOURHOODSERVICES.COM Clientship is terminated either by you or by NEIGHBOURHOODSERVICES.COM. NEIGHBOURHOODSERVICES.COM RESERVES THE RIGHT TO CHANGE THIS AGREEMENT AT ANY TIME BY POSTING CHANGES ONLINE. YOU ARE RESPONSIBLE FOR REVIEWING REGULARLY INFORMATION POSTED ONLINE TO OBTAIN TIMELY NOTICE OF SUCH CHANGES. YOUR NON-TERMINATION OR CONTINUED USE OF NEIGHBOURHOODSERVICES.COM AFTER CHANGES ARE POSTED CONSTITUTES YOUR ACCEPTANCE OF THIS AGREEMENT AS MODIFIED BY THE POSTED CHANGES.

General.

This Agreement is governed by the laws of the United Kingdom, and you consent to the exclusive jurisdiction and venue of courts in the UK in all disputes arising out of or relating to your use of NEIGHBOURHOODSERVICES.COM or your NEIGHBOURHOODSERVICES.COM Clientship.

You acknowledge that no joint venture, partnership, employment, or agency relationship exists between you and NEIGHBOURHOODSERVICES.COM as a result of your use of NEIGHBOURHOODSERVICES.COM Clientship. You agree not to hold yourself out as a representative, agent or employee of NEIGHBOURHOODSERVICES.COM, and that NEIGHBOURHOODSERVICES.COM will not be liable by reason of any representation, misrepresentation, act or omission to act by you.

NEIGHBOURHOODSERVICES.COM's performance under this Agreement is subject at all times to existing laws and legal process and nothing contained in this Agreement is in derogation of NEIGHBOURHOODSERVICES.COM's right to comply with law enforcement requests or requirements relating to a Client's use of NEIGHBOURHOODSERVICES.COM.

13. This Agreement constitutes the entire agreement between NEIGHBOURHOODSERVICES.COM and you with respect to your use of NEIGHBOURHOODSERVICES.COM and your NEIGHBOURHOODSERVICES.COM Clientship, and it supersedes all prior or contemporaneous communications and proposals, whether oral or written, between NEIGHBOURHOODSERVICES.COM and you with respect thereto.

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