Terms & Conditions

TERMS OF USE

These terms of use (together with the documents referred to in it) set out the terms of use on which you may make use of our website http://www.eri-c.com (our site or ERIC), whether as a guest or a registered user. Use of our site includes accessing, browsing, selling or purchasing items on our site, or registering to use our site

Please read these terms of use carefully before you start to use our site, as these will apply to your use of our site. We recommend that you print a copy of this for future reference.

By becoming a registered user of our site, you confirm that:-

  • you have read in full these terms of use, our Seller’s Terms, and our Purchaser’s Terms, prior to becoming a registered user; and
  • you accept these terms of use, our Seller’s Terms and our Purchaser’s Terms, and you agree to comply with each of them in full.
If at any point you do not agree to these terms of use (or the Seller’s Terms or Purchaser’s Terms), or you are no longer able to comply with any of them in full, you must not use our site.

OTHER APPLICABLE TERMS

These terms of use refer to the following additional terms, which also apply to your use of our site:

  • Our Privacy Policy, which sets out the terms on which we process any personal data we collect from you, or that you provide to us. By using our site, you consent to such processing and you warrant that all data provided by you is accurate.
  • [Our Cookie Policy, which sets out information about the cookies on our site.]
  • Our Seller’s Terms, which set out the terms and conditions specific to a seller’s use of our site.
  • Our Purchaser’s Terms, which set out the terms and conditions specific to a purchaser’s use of our site.

INFORMATION ABOUT US

http://www.eri-c.com is a site operated by Against The Head Limited ("We"). We are a limited company, registered in Scotland under company number SC468258 and have our registered office at Turcan Connell Princes Exchange, 1 Earl Grey Street, Edinburgh, Midlothian, United Kingdom, EH3 9EE. Our main trading address is 26 Alva Street Edinburgh EH2 4PY. Our VAT number is [ ].

Against The Head Limited is not an investment company, a regulated entity or an authorised or exempt person under the Financial Services and Markets Act 2000 (FSMA) and therefore may not undertake any regulated activities under FSMA including the provision of investment advice.

The information contained on our site is intended for information and interest only. It does not provide or constitute, and is not intended to provide or constitute, any form of advice or recommendation by 2 Against The Head Limited to, or to address the particular requirements of, any individual user or visitor to the Site.

Against The Head Limited does not (a) recommend or endorse any investment, adviser, service or piece of research, or any information or material related to, or third party link from or to, our site; or (b) offer any legal, financial or other advice regarding the nature, potential value or suitability of any particular investment, security or investment strategy or otherwise; or (c) undertake any regulated activities for the purposes of FSMA, either on its own account or on behalf of clients or other third parties.

CHANGES TO THESE TERMS

We may revise these terms of use at any time by amending this page.

Please check this page from time to time to take notice of any changes we made, as they are binding on you.

SCOPE OF OUR SITE

ERIC is an online marketplace which allows registered users to offer for, purchase and sell research documents on a range of professional areas (research document). At no time do we have possession of any research document, nor do we become involved in any contract for sale between a seller and a purchaser. The website is merely a platform to facilitate transactions between users of the site. Any such contract will be directly between those parties and we have no control or influence (direct or indirect) over any transaction. We do not represent or guarantee that sellers have the legal capacity to sell the research documents they list on our site, or that purchasers are able to pay for research documents they offer to purchase. We do not guarantee the existence, quality, safety or legality of any research document listed on our site by any user.

In addition to providing an online marketplace for research documents to be bought and sold, ERIC also allows users to pay a fee to meet with financial analysts, corporate advisors, or other professionals who list their services on our site. We do not represent or guarantee that the any such analyst, advisor or professional are who they purport to be in their description on our website. We do not carry out detailed checks into their background and do not guarantee the area or standard of their purported expertise, nor their purported experience in any given field, industry or sector. It is entirely up to the purchaser and any such analyst, advisor or professional to agree upon the method of meeting (whether online, by telephone, or by face-to-face meeting), the location of such meeting (where relevant), the duration of such meeting, and the subject matter discussed at such meeting.

CHANGES TO OUR SITE

We may update our site and policies from time to time, and may change the content at any time without notice. However, please note that any of the content on our site may be out of date at any given time, and we are under no obligation to update it. We are not responsible or liable to you or to any third party as a result of any loss arising from a user’s reliance on any information on our site, or the content on it.

We do not guarantee that our site, or any content on it, will be free from errors or omissions.

ACCESSING OUR SITE

We do not guarantee that our site, or any content on it, will always be available or be uninterrupted. Access to our site is permitted on a temporary basis. We may suspend, withdraw, discontinue or change all or any part of our site without notice. We will not be liable to you if for any reason our site is unavailable at any time or for any period.

You are responsible for ensuring that all persons who access our site through your internet connection are aware of these terms of use and other applicable terms and conditions, and that they comply with them.

FEES

The access to, and browsing of, our site is made available free of charge.

We charge fees in respect of providing services to sellers, and these are set out in our Seller’s Terms.

YOUR ACCOUNT AND PASSWORD

This clause applies in respect of registered users who have been provided with a user identification name and password by us. Where you have been provided by us with a user identification code and password (or any other piece of information as part of our security procedures) you must treat such information as confidential, and you must not disclose it to any third party.

We have the right to disable any user identification code or password, whether allocated by us or subsequently altered by you, at any time, if in our reasonable opinion you have failed to comply with any of the provisions of these terms of use. Should we form such an opinion we will inform you of this and of the action we have taken as a result.

If you know or suspect that anyone other than you knows your user identification code or password, you must promptly notify us at info@eri-c.com.

INTELLECTUAL PROPERTY RIGHTS

In respect of your use of our site:

  • We are the owner or the licensee of all intellectual property rights in our site. Those works are protected by copyright laws and treaties around the world. All such rights are reserved.
  • You may print off one copy, and may download extracts, of any page(s) from our site for your personal use. You must not modify the paper or digital copies of any materials you have printed off or downloaded in any way, and you must not use any illustrations, photographs, video or audio sequences or any graphics separately from any accompanying text.
  • Our status (and that of any identified contributors) as the authors of content on our site must always be acknowledged by you.
  • You must not use any part of the content on our site for your own commercial purposes without obtaining a licence to do so from us or our licensors.
  • If you print off, copy or download any part of our site in breach of these terms of use, your right to use our site will cease immediately.
In respect of your uploading or providing content to our site:
  • You grant to us a non-exclusive, irrevocable, worldwide, royalty-free, sub-licenceable right to use any such content on our site, and authorise us to exercise any and all intellectual property rights within the content in any media of our choosing at any time.

NO RELIANCE ON INFORMATION

The content on our site is provided for general information only. Neither our site nor any of the research documents listed on it is intended to amount to advice on which you should rely. You must obtain professional or specialist advice before taking, or refraining from, any action on the basis of (i) the content on our site, (ii) the content of any research document listed on our site, or (iii) any statement made or advice given by an analyst, advisor or professional in the course of services instructed by you through our site.

Although we make reasonable efforts to update the information on our site, we make no representations, warranties or guarantees, whether express or implied, that the content on our site is accurate, complete or up-to-date.

We do not author, contribute to, check, analyse, use or update any research document listed on our site and we make no representations, warranties or guarantees, whether express or implied, that the content of such research documents is accurate, complete, of any particular standard, or up-to-date.

We make no representations, warranties or guarantees, whether express or implied, that any statements made or advice given by any analyst, advisor or professional to a purchaser (from whom such purchaser has purchased meeting time) in the course of any meeting (or any prior- or postmeeting communication) is accurate, true, complete, of any particular standard or expertise, or up-todate.

LIMITATION OF OUR LIABILITY

Nothing in these terms of use excludes or limits our liability for death or personal injury arising from our negligence, or our fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited by English law.

To the extent permitted by law, we exclude all conditions, warranties, representations or other terms which may apply to our site or any content on it, whether express or implied.

We will not be liable to any user for any loss or damage, whether in contract, delict (including negligence), breach of statutory duty, or otherwise, even if foreseeable, arising under or in connection with:

  • use of, or inability to use, our site;
  • use of or reliance on any content displayed on our site (and in particular any research document listed thereon);
  • use of or reliance on any statement made or advice given by any analyst, advisor or professional who list their services on our site
Please note that, in particular, we will not be liable for:
  • loss of data or information;
  • loss of profits, sales, business, or revenue;
  • business interruption;
  • loss of anticipated savings;
  • loss of business opportunity, goodwill or reputation; or
  • any indirect or consequential loss or damage.

We will not be liable for any loss or damage caused by a virus, distributed denial-of-service attack, or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your use of our site or to your downloading of any content on it, or on any website linked to it.

We assume no responsibility for the content of websites linked on our site. Such links should not be interpreted as endorsement by us of those linked websites. We will not be liable for any loss or damage that may arise from your use of them

We will use reasonable endeavours to check the background of users in order to identify and ensure (so far as we are reasonably in a position to do so), that they are the persons whom they profess to be on our site. While we do use such techniques to verify the identity of users before they join our site, we make no representation or warranty as to the accuracy of the identity of any user, and we cannot and will not confirm or guarantee the accuracy of the information which any user has provided about themselves to us.

Different limitations and exclusions of liability will apply to liability arising as a result of

  1. the sale or purchase of any research document on our site, and
  2. the listing of services by analysts, advisors or professionals, and the purchase of such services
which will be set out in our Seller’s Terms and Purchaser’s Terms as appropriate.

CONTENT ON OUR SITE

By using our site you agree not to:

  • post any material or content which is defamatory of any person;
  • post any material or content which could be considered offensive;
  • post any material or content in breach of any legal duty owed to a third party (including but not limited to contractual duties and duties of confidence);

  • post any material or content which is deliberately inaccurate or misleading;
  • post any material or content which states or implies an endorsement by us of you, any services you advertise on our site, or any research document you have listed on our site, or otherwise state or imply any sort of affiliation with us where that is not the case;
  • interfere with, or attempt to influence, the description, price or other characteristic of another user’s (i) research document or (ii) services they advertise on our site;
  • at any time misrepresent your identity to us or to any third party;
  • advocate, promote or assist any unlawful activity, including but not limited to copyright infringement

Whenever you make use of a feature that allows you to upload content to our site, or to make contact with other users of our site, you must comply with the content standards set out in this provision.

You warrant that any such contribution does comply with those standards, and you will be liable to us and indemnify us for any breach of that warranty.

Any research document you list on our site will not be directly uploaded to it. In listing a research document on our site you agree to provide us with a statement to be posted on our site which gives a brief summary of the document’s content, and such statement will be considered non-confidential and non-proprietary, and we have the right to use, copy, distribute and disclose to third parties any such statement for any purpose.

We reserve the right to disclose your identity to any third party who is claiming that any content posted or uploaded by you to our site constitutes a violation of their intellectual property rights, or of their right to privacy.

We will not be responsible or liable to you or to any third party for the content or accuracy of any content posted by you or any other user of our site.

We have the right to remove any posting you make on our site if, in our opinion, your post does not comply with the content standards set out in this provision.

Any views or opinions expressed by other users on our site do not represent our views, opinions or values.

ABUSE OF OUR SITE

Without limiting or restricting any other remedies available to us, we reserve the right to:

  • limit, restrict, suspend or terminate our services to you;
  • limit, restrict, suspend or prohibit access to your account;
  • cancel any offers you make through our site;
  • remove any listing you post on our site;
where it is our reasonable view that your use, activities, behaviour, postings or general conduct are or are likely become incompatible with these terms of use (which includes any document referred to herein).

VIRUSES

We do not guarantee that our site will be secure or free from all bugs or viruses.

You are responsible for configuring your information technology, computer programmes and platform in order to access our site. You should use your own virus protection software at all times.

You must not misuse our site by knowingly introducing viruses, trojans, worms, logic bombs or other material which is malicious or technologically harmful. You must not attempt to gain unauthorised access to our site, the server on which our site is stored or any server, computer or database connected to our site. You must not attack our site via a denial-of-service attack or a distributed denial-of service attack. By breaching this provision, you would commit a criminal offence under the Computer Misuse Act 1990. We will report any such breach to the relevant law enforcement authorities and we will co-operate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use our site will cease immediately.

LINKING TO OUR SITE

You may link to our home page, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it.

You must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part where none exists. Such association, approval or endorsement shall only be made or given upon us consenting to same in writing.

You must not establish a link to our site in any website that is not owned by you.

Our site must not be framed on any other site, nor may you create a link to any part of our site other than the home page.

We reserve the right to withdraw linking permission without notice.

If you wish to make any use of content on our site other than that set out above, please contact info@eri-c.com.

THIRD PARTY LINKS AND RESOURCES IN OUR SITE

Where our site contains links to other sites and resources provided by third parties, these links are provided for your information only.

We have no control over the contents of those sites or resources.

INDEMNITY

You agree to indemnify us in full against any and all losses, costs or fees (including legal expenses) we incur as a result of your breach of these terms of use (or any document referred to in it).

SEVERABILITY

Each provision of these terms of use shall be separate and severable and enforceable accordingly.

ENTIRE AGREEMENT

These terms of use, the documents referred to in these terms, and the policies set out on our site from time to time constitutes the entire agreement between you and us, and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between ourselves, whether written or oral.

NO PARTNERSHIP OR AGENCY

Nothing in this Agreement is intended to, or shall be deemed to, establish any partnership or joint venture between any of the parties, constitute any party the agent of another party, or authorise any party to make or enter into any commitments for or on behalf of any other party

APPLICABLE LAW

Please note that these terms of use, its subject matter and its formation, are governed by English law. You and we both agree that the courts of England and Wales will have exclusive jurisdiction.

CONTACT US

To contact us, please email info@eri-c.com.

Thank you for visiting our site.

TERMS AND CONDITIONS FOR PURCHASERS

TERMS OF WEBSITE USE

These terms set out the terms and conditions specific to your use of our website http://www.eri-c.com (our site or ERIC) in your capacity as a purchaser (or potential purchaser) of research documents and or professional services listed on our site. Use of our site in these terms includes (but is not necessary limited to) accessing, browsing, purchasing or offering to purchase research documents, or purchase or instruct the services of an analyst, advisor or professional, on our site.

You must read these terms in conjunction with our main website terms and conditions.

By using our site, you confirm that you accept these terms and that you agree to comply with them.

If you do not agree to these terms, you must not use our site.

CONDITIONS OF PURCHASE

When offering to purchase (i) a research document or (ii) the professional services of any analyst, advisor or professional being listed on our site, you acknowledge and agree that:

  • You will read the posting which advertises the research document carefully, and satisfy yourself that you are wholly content to proceed with the purchase, before making such offer to purchase it;
  • You will read the seller’s description carefully, and satisfy yourself that you are wholly content to proceed with the purchase, before making such offer to purchase it;
  • You will be entering into a legally-binding contract, which will have legal consequences (including but not limited to where you fail to pay for the research document);
  • You have the legal capacity to enter into such a contract;
  • You will pay for each research document or services you become legally-bound to purchase or instruct, as the case may be, in accordance with the terms you will have with the seller in question;
  • You will not purchase or offer to purchase any research document which is listed on our site, or instruct the services of any analyst, advisor or professional being listed on our site, from outwith our site;
  • In offering to purchase a research document or instruct any services of any analyst, advisor or professional, you are doing so entirely at your own risk and further acknowledge that we do not guarantee or warrant the accuracy, standard, expertise or content of any research document, or of any services of any analyst, advisor or professional listed on our site;
  • Where you are instructing services from an analyst, advisor or professional, you will use all reasonable endeavours to agree with them in advance the details of any meeting, including (but not limited to) mode and method (e.g. online, by telephone, or face-to-face) the location of such meeting (where relevant), the duration of such meeting, and the subject matter to be discussed at such meeting.

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