WEBSITE TERMS AND CONDITIONS www.nuhumana.com (the “Website”) is owned and operated by Nu Humana Limited, a limited liability company registered in England and Wales with registered number 08425023 and registered office at Edwards Chartered Accountants, Harmony House, 34 High Street, Aldridge, Walsall, West Midlands, WS9 8LZ, United Kingdom. Our VAT number is GB241359376.
The terms “Xavier” “we”, “our”, “us” when used in these terms and conditions (“Terms”) means Nu Humana Limited. References to “NU HUMANA” means all companies within the Nu Humana Limited, including but not limited to Nu Humana Limited.
The terms “you”, “your” and “yours” when used in these Terms means you as a user of the Website.
1. USE OF THE WEBSITE
1.1 Please read the Terms carefully before using the Website. The Terms form the agreement between you and us and govern your use of the Website.
1.2 By using the Website and/or by registering with us, you signify your agreement to be bound by the Terms. Please note that certain parts of the Website and some of the services provided by us (e.g. extensive access to some archive material and/or the ability to contribute to the Website forums) (the “Registered Services”), will only be available to registered users (“Registered Users”) or to those who have registered for a subscription or have a current subscription to one or more of our magazines (“Subscribers”). Please note that all Terms shall apply to all users of the Website, except for clauses 6 and 7 which shall apply in addition to Registered Users only. If you are a Subscriber, you may also be subject to additional subscription terms [(see relevant subscriptions for further details)]. If you do not agree to accept the Terms, you should not use the Website or register to use any of the services available through the Website.
1.3 We reserve the right to change these Terms at any time and you are advised to review the Terms regularly to ensure that you are aware of any changes. Your continued use of the Website after such changes are posted will be deemed agreement on your part to these Terms, as amended.
1.4 Nu Humana Limited is concerned about the safety and privacy of all our users. Please remember that our Website is designed to appeal to a broad audience. Accordingly, it is your responsibility to determine whether any use of the Website and/or the Registered Services are appropriate for the intended audience.
2. INTELLECTUAL PROPERTY RIGHTS 2.1 Copyright and all intellectual property rights in the content of the Website are either owned by or are licensed to the Nu Humana Limited and/or members of the Nu Humana Limited and are protected by such rights including, without limitation, by copyright and under trade mark laws. Except as specifically provided in Clause 2.3, no part of this Website may be copied, reproduced, republished, uploaded, posted, transmitted or distributed, in any form, and/or for any other purpose. Use of the Website content for any other purposes other than as allowed in these Terms and any modification, alteration or adaptation of the content is an infringement of intellectual property rights of Nu Humana Limited or other members of the Nu Humana Limited and may infringe the rights of third parties.
2.2 No part of the Website may be reproduced on or stored in any other website or networked computer environment or included in any public or private electronic retrieval system or service without Nu Humana Limited's prior written permission.
2.3 Where indicated, materials on the Website may be printed in hard copy or a single copy downloaded to a single personal computer, classroom computers or computers in an [Information and Communications Technology] suite to display or run online resources on your interactive whiteboard or projector but in each case subject to the following conditions:
2.3.1 unless otherwise indicated, such copy is only printed, downloaded and used in the UK, Eire or the Commonwealth (excluding Canada).
2.3.2 such copy is used only for non-commercial personal or non-commercial educational purposes (including use as teaching aides);
2.3.3 such copy may not be modified, altered or adapted in any way, for example, but without limitation, graphics may not be used separately from the corresponding text; and
2.3.4 you must keep intact all copyright and other proprietary notices on any copies made by you.
In order to request permission to reprint any material from the Website (outside of use in accordance with this Clause 2.3), please write to:
Director of Rights & Contracts Nu Humana Limited 15 Gorway Gardens Walsall West Midlands WS1 3BJ
2.4 In the event that you download software from the Website, the software (including any files, images incorporated in or generated by the software or any data accompanying the software) (together the “Software”) are licensed to you by Nu Humana Limited solely for the purposes set out at Clause 2.3.2. You may not redistribute, sell, decompile, reverse-engineer or disassemble the Software and must comply with the conditions of use set out in these Terms or notified to you in connection with such Software or on any relevant part of this Website. Software downloaded from this Website is subject to UK export controls. No Software may be downloaded or otherwise exported or re-exported into any country to which the UK has embargoed goods. By downloading or using the Software, you represent and warrant that you are not located in, or under the control of, or a national resident of any country or on any such list.
2.5 Xavier Of The World is a registered trade mark and other trade marks, slogans and logos shown on the Website are either owned by us, Nu Humana Limited, members of the Nu Humana Limited or a third party. No rights are granted to use any trade marks or logos which appear on this Website other than as expressly set out in Clause 2.3 above. For the avoidance of doubt, you may not use any meta tags or any other hidden text utilising Xavier Of The World’s trade marks or those of members of the Nu Humana Limited or its or their affiliates without our prior written permission.
2.6 Under no circumstances shall the use of this Website or the Software grant to any user any interest in the content of the Website, the Software or in any intellectual property rights of Xavier Of The World or members of the Nu Humana Limited whatsoever.
3. ACCESS TO THE WEBSITE 3.1 You are responsible for making all arrangements necessary for you to have access to our Website.
3.2 Access to the Website is permitted on a temporary basis. We reserve the right to terminate your access to the Website or any part of it or to withdraw any of our services at any time, without notice, for any reason (including without limitation any breach of these Terms). From time to time, we may restrict access to some parts of our Website, or to our entire Website and/or to users who have registered with us. For example the Registered Services are designed primarily for [individuals working within the educational sector]. Nu Humana Limited may withhold or withdraw the Registered Services at any time including if, in Nu Humana Limited's reasonable opinion, [you as a user do not work in the educational sector] or in accordance with Clause 6.5.
3.3 While Nu Humana Limited endeavours to ensure that the Website is normally available 24 hours a day, Nu Humana Limited shall not be liable if for any reason the Website is unavailable at any time or for any period.
3.4 Upon termination of our licence for you to use the Website, you must destroy all materials obtained from Nu Humana Limited and all copies thereof, whether in print or downloaded onto a computer.
4.2 By submitting any User Material, you:
4.2.1 warrant that such User Material is your own original work and that you have the right to make it available to us for all the purposes specified above and that you have the right to grant the licences set out in Clause 4.1; and
4.2.2 agree to waive any moral rights in your User Material.
4.3 Under no circumstances should you submit any User Material which is defamatory, abusive, obscene, inflammatory, of a racist, sexist or other discriminatory nature, in breach of confidence or privacy or which is otherwise unlawful or offensive, or which in our opinion could cause offence to any person or damage the reputation of Nu Humana Limited. You must not use any abusive or aggressive language, swear, threaten, harass or abuse any other person, including other users.
4.4 Any User Material submitted to us is submitted on the basis that we may review and edit such User Material prior to publication however we shall not be obliged to do so. We reserve the right to remove any User Material or part thereof published on the Website at any time and for any reason at our absolute discretion without notification to you.
4.5 Nu Humana Limited shall fully co-operate with any law enforcement authorities or court order requesting or directing Nu Humana Limited to disclose the identity or locate anyone posting any material which is in breach of these Terms or is unlawful.
5. USER CONDUCT 5.1 You agree not to:
5.1.3 use or attempt to use another’s registered account or details without authorisation from Nu Humana Limited;
5.1.4 create or use a false identity on the Website;
5.1.5 attempt to probe, scan or test the vulnerability of the Website or any Nu Humana Limited system or network or breach or impair or circumvent any security or authentication measures protecting the Website;
5.1.6 use the Website in any unlawful manner or in any manner which could damage, impair, disable or overburden the Website or disobey any requirements, procedures, policies or regulations of networks connected to the Website;
5.1.7 violate any applicable national or international laws or regulations in connection with your use of the Website or related activities;
5.1.8 use the Website in any manner not permitted by these Terms; or
5.1.9 encourage or instruct any other person to do any of the foregoing.
5.2 If you become aware of misuse of the Website by any person or any breach of these Terms.
6. REGISTRATION 6.1 The Registered Services are intended solely for users aged 16 years or over who are resident in the UK. Any registration by, use or access to the Registered Services and/or Website by anyone under 16 years of age and/or resident outside the UK shall be unauthorised, unlicensed and in violation of these Terms. By registering for the Registered Services, you warrant that you are 16 years of age or older and are resident in the UK. Nu Humana Limited reserves the right to terminate your registration without warning if it believes that you are under 16 years of age and/or are not resident in the UK.
6.2 Each registration is for a single user only. Nu Humana Limited does not permit you to share your user name and password with any other person nor with multiple users on a network.
6.3 In consideration of your access to and use of the Registered Services, you agree to:
6.3.1 provide true, accurate, current and complete information about yourself when filling out our registration form;
6.3.2 maintain and promptly update your registration data to keep it true, accurate, current and complete;
6.3.3 keep any username or customer number and password issued to you strictly confidential and ensure that it cannot be used by anyone else to gain access to areas restricted to Registered Users;
6.3.4 be fully responsible for all use of your registration details and for any actions that take place using your registration;
6.3.14 Immediately notify Nu Humana Limited by e-mail at email@example.com if you have reason to believe that your password and/or customer number have become known to anyone else, or are being used in an unauthorised manner.
6.4 If at any time your registration details change (e.g. if you move house or have a new email address) you can update your account by accessing your ‘manage account page’ or contact us at firstname.lastname@example.org
6.5 If Nu Humana Limited has reasonable grounds to suspect that any registration information is untrue, inaccurate, not current or incomplete, Nu Humana Limited has the right to suspend or terminate your registration, access to and use of the Registered Services. Failure to comply with these Terms in full may result in us withdrawing permission to use the Website.
7. FORUM RULES 7.1 Your forum screen name will be used to identify you in on-line forums on the Website. Vulgar or offensive names will constitute a breach of Clause 4.3.
7.2 If you are offended by another user’s screen username, please e-mail email@example.com immediately. Similarly if you are unsure about whether a username you would like to use may breach these Terms, please e-mail firstname.lastname@example.org for advice.
7.3 You understand that all User Material is the sole responsibility of the person from which the User Material originated. This means that each user who submits User Material, and not Nu Humana Limited, are entirely responsible for the User Material he/she uploads, posts or e-mails via any forum. Nu Humana Limited does not control the User Material posted via any forum and therefore does not guarantee the accuracy, integrity or quality of the User Material.
7.4 Under no circumstances will Xavier Of The World or Nu Humana Limited be liable in any way for any material submitted by users, including (without limitation) any errors or omissions in such material, or for any loss or damage of any kind incurred as a result of your use of such material. You agree that you must evaluate and bear all risks associated with the use of any material submitted by users including any reliance on its accuracy or completeness. You also understand that by using our forums, and notwithstanding these terms, you may be exposed to material that is offensive, indecent or objectionable.
7.5 In addition to the general rules of conduct listed in clauses 4 and 5 above, you agree that you will not use any forum to:
7.5.1 upload, post or e-mail any User Material:
(a) that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libellous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable;
(b) that you do not have a right to transmit under any law or under contractual or fiduciary relationships;
(c) that infringes any intellectual property rights of any party;
(d) that contains any private information or personal data of any third party including, without limitation, telephone numbers, addresses, passwords or financial details, or solicit such personal information for commercial or unlawful purposes;
(e) which constitutes unsolicited or unauthorised advertising, promotional materials, ‘junk mail’, ‘spam’, ‘chain letters’, or any other form of solicitation;
(f) that contains computer viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software, hardware or telecommunications equipment; or
(g) disrupts the normal flow of dialogue, cause a screen to ‘scroll’ faster than other users of the forum are able to type, or otherwise act in a manner that negatively affects other users’ ability to engage in real time exchanges;
7.5.2 harm minors in any way;
7.5.3 impersonate any person or entity, falsely state or otherwise misrepresent your affiliation with a person or entity or disguises the origin of any User Material;
7.5.4 ‘stalk’, intimidate or otherwise harass another;
7.5.5 collect or store personal data about other users.
7.6 You acknowledge that Nu Humana Limited does not pre-screen User Material but that it shall have the right (though not the obligation) in its sole discretion to move, modify or remove any User Material that is available on or via any forum. All incidents will be logged and our decision is final in all such cases. Any breaches may lead to:-
7.6.1 receipt of a warning from email@example.com and/or
7.6.2 your automatic ban from the forums, the Registered Service and the Website generally; and/or
7.6.3 Scholastic reporting your activities to your internet service provider, your employer, relevant authorities; and/or
7.6.4 or to legal action being taken against you.
7.7 You agree to indemnify and hold Nu Humana Limited and its subsidiaries, affiliates, employees, officers, agents or partners harmless from and against any direct or indirect loss or damage (including consequential loss and loss of profits, goodwill or business opportunities) arising from any third party claim in relation to any User Material you upload, post or e-mail on or through the forums, your use of forums, or your breach of the provisions of this clause 7.
8. MISUSE OF THE WEBSITE 8.1 You must not, nor must you allow any other person, to alter, add to, delete, remove or tamper with this Website or any part of it or indirectly disrupt or interfere (or attempt to disrupt or interfere) with or alter this Website. You must not misuse our Website 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 Website, the server on which our Website is stored or any server, computer or database connected to our Website. You must not attack our Website including without limitation via a denial-of-service attack or a distributed denial-of service attack.
8.2 By breaching clause 8.1, you could commit a criminal offence under the Computer Misuse Act 1990. We may 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 access and use our Website will cease immediately.
8.3 We will not be liable for any loss or damage caused by a denial-of-service attack, distributed denial-of-service attack, viruses or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your use of our Website or to your downloading any material posted on it, or accessing and/or using any website linked to the Website. We recommend that you take measures to protect the security of your computer including installing anti-virus software on to your computer.
9. INFORMATION ON THE WEBSITE 9.1 Any material posted on our Website is provided on an “as is” basis. It is not intended to amount to advice. We shall have no liability to you or anyone who may be informed of the contents of our Website in the event any party places reliance on any content or other materials on or available via our Website.
9.2 Whilst we reserve the right to change the content of the Website at any time (including amending or withdrawing the Registered Services), material on the Website may be out of date from time to time and we are under no obligation to update such material.
9.3 We make no representation that material on the Website is appropriate for or available for use outside the UK. If you access the Website from outside the UK, you are solely responsible for compliance with any applicable local law.
10. LINKS 10.1 This Website contains links to other websites which we consider may be of interest or helpful to you. These links are provided for your convenience only and Nu Humana Limited has no control over nor is in any way responsible for the content or availability of such websites. Nu Humana Limited therefore does not endorse or make any representations about them, or any material found thereon, or any results that may be obtained from using them. If you decide to access any of the third party websites linked to the Website, you do so entirely at your own risk.
10.2 You may not link to this Website from any other website without our express written authorisation. Permission for such linking may be requested by sending your name, address, website URL and details of the nature of the website to firstname.lastname@example.org
11. ADVERTISERS 11.1 Nu Humana Limited shall not be liable to you in respect of any goods or services that are advertised or promoted on the Website by any other suppliers and you should make your own inquiries to ensure that the goods and services offered by those suppliers are suitable for your purposes, are (as the case may be) of satisfactory quality or provided with reasonable skill and care and that you have read and agree to any terms of business under which those goods and services are supplied.
12. PROMOTION RULES 12.1 Each promotion is subject to additional terms and conditions which will be featured on the relevant sections on this Website. If the additional terms and conditions conflict in any way with the rules stated in this Clause 12, the additional terms and conditions shall prevail. By participating in any promotion, you are deemed to have read and understood the provisions of this Clause 12 and be bound by these rules, together with the specific directions or terms and conditions applicable to the relevant promotion and any terms and conditions of any relevant third party featured on the relevant sections on this Website.
12.2 Any person who is an employee of Nu Humana Limited or a relative or member of an employee’s household or any company connected with the promotion or any of their associated companies are not eligible to participate.
12.3 Unless expressly stated for a particular promotion, promotions are restricted to residents of the UK aged 18 years or over. Proof of eligibility must be provided on request. Where a promotion states that participants may be under the age of 18, written consent from a parent or guardian is required for all participants under the age of 18.
12.4 All decisions of Nu Humana Limited and/or the relevant judges will be final and binding and no correspondence will be entered into. Nu Humana Limited reserves the right in its reasonable discretion to:
12.4.1 disqualify any entrant whose conduct is contrary to the spirit of the promotion or who Nu Humana Limited considers has used improper means (including technical means) to enter and to declare any or all claims or entries based on such conduct as void;
12.4.2 declare void any claims or entries resulting from any publication errors on this Website or where there has been error(s) in any aspect of the preparation for or conduct of the promotion which materially affect the results of the promotion or the number of claimants or the value of claims;
12.4.3 add to or to waive any promotional rules on reasonable notice; and/or
12.4.4 cancel the promotion or any part of it at any stage in the event of circumstances beyond Nu Humana Limited’s reasonable control.
12.5 All entries or answers must be received by Nu Humana Limited by the closing date specified in the relevant promotion. Nu Humana Limited shall take no responsibility for any entries that are illegible, misdirected, lost for technical or other reasons or received after the closing date. No applications will be accepted by agents, in bulk or from third parties.
12.6 Gifts, prizes and other promotional items may not be exchanged, transferred or re-sold and are subject to availability. No cash alternative will be offered. If for any reason an advertised gift, prize or promotional item is unavailable, Nu Humana Limited reserves the right in its absolute discretion to substitute a similar gift, prize or promotional item of equivalent or greater value. Only one prize will be awarded per household.
12.7 Where applicable, winners will be selected in a random draw from all correct answers received and will be announced on Xavier Of The World's website and/or notified within fourteen days after the winners have been ascertained. Names of winners are available from Nu Humana Limited upon request up to one month after the closing date by sending an SAE to the address published on the relevant section of the Website.
12.8 Failure to claim a gift, prize or promotional item by the time or in the manner specified for that particular promotion will make any claim invalid.
12.9 Publicity may be given to promotion winners and winners’ names and images may be published on the Website or other advertising or publicity material published and distributed by or on behalf of Xavier Of The World. Winners must co-operate fully for publicity purposes if so required.
12.10 Entrants are liable for their costs to access telephone, mobile or computer networks.
12.11 Where gifts, prizes or promotional items are to be provided by a third party then the winner will be required to complete all appropriate or applicable booking or other formalities direct with such provider and comply with any third party terms and conditions. Nu Humana Limited accepts no liability for any promotion by a third party and such third party is responsible for the fulfilment of its promotion.
12.12 For any gift, prize or promotional item involving holidays and/or travel:
12.12.1 Nu Humana Limited reserves the right to require written permission from the parent or guardian of any winner who is under the age of 16 and to require such winner to choose as a companion (where relevant) someone aged 18 or over;
12.12.2 all travel, holiday, health or other insurance shall be the responsibility of the prize winner and not Nu Humana Limited;
12.12.3 holidays including accommodation and travel are as described. All additional and other expenses including, without limitation, travel to and from airports, connections, additional charges and taxes, are the responsibility of winners;
12.12.4 travel dates may be restricted to certain times of the year;
12.12.5 unless otherwise stated, all travel and holiday prizes must be taken within one year of the closing date of the promotion.
13. LIMITATION OF LIABILITY AND DISCLAIMER 13.1 Nu Humana Limited is providing the Website on an “as is” basis and to the fullest extent permissible by law makes no (and expressly excludes all) guarantees, representations (except for fraudulent misrepresentation) or warranties of any kind (express or implied) with respect to the Website and its contents or any websites to which it is linked including, without limitation, warranties as to quality and fitness for purpose.
13.2 Nu Humana Limited does not represent or warrant that the information accessible via the Website is accurate, complete, reliable or current nor that the Website will meet particular requirements, or be available, accessible, uninterrupted, timely, secure or operate without error or that it will be free from viruses, worms, trojan horses or other harmful elements.
13.3 Except as specifically set out in these Terms, to the fullest extent permissible by law, neither Scholastic nor any of its affiliates, directors, employees or other representatives will be liable (whether under contract, tort, statute or otherwise howsoever arising) for any of the following losses or damage (whether such losses were foreseeable or not):
13.3.1 losses suffered by third parties;
13.3.2 loss of data;
13.3.3 loss of profit;
13.3.4 loss of revenue;
13.3.5 loss of business or opportunity;
13.3.6 loss of goodwill; or
13.3.7 any indirect, consequential, special or exemplary damages arising from the use of the Website, inability to use the Website, the results of use of the Website, any Website linked to it or any material contained in the Website. The losses listed in this clause 13.3 are intended to be severable.
13.4 Without prejudice to the generality of clause 13.3, Nu Humana Limited's total liability to you shall not exceed the amount paid by you, if any, for services or goods supplied to you by Nu Humana Limited or £100 whichever is the higher.
13.5 Nothing in these Terms shall exclude or limit Nu Humana Limited’s liability for death or personal injury caused by its negligence or for fraud or fraudulent misrepresentation or for any liability which cannot be excluded or limited by law.
14. INDEMNITY YOU AGREE TO ON DEMAND INDEMNIFY AND KEEP FULLY INDEMNIFIED NU HUMANA LIMITED AGAINST ALL CLAIMS, LIABILITIES, COSTS, DAMAGES OR LOSSES WE MAY SUFFER OR INCUR (INCLUDING WITHOUT LIMITATION ANY LEGAL FEES) ARISING OUT OF OR IN CONNECTION WITH ANY BREACH BY YOU OF YOUR OBLIGATIONS UNDER THESE TERMS.
15. JURISDICTION 15.1 These Terms and your use of the Website (including any services provided through it) shall be governed by and construed in accordance with the laws of England. By using the Website, you accept that any dispute under these Terms or arising out of the use of the Website shall be subject to the exclusive jurisdiction of the English courts to which you submit.
16. TERMS OF SALE 16.1 Nu Humana Limited’s Terms of Sale for books and magazine subscriptions are incorporated into and form part of these Terms. Contracts for the supply of goods and services formed on our Website are governed by the relevant terms of sale.
18.2 If for any reason any part of these Terms is deemed to be unenforceable, then that part of the Terms will be severed and this will not affect the validity or enforceability of the remaining terms.
18.3 Any waiver by Nu Humana Limited of a breach of any provision of these Terms shall not be deemed to be a waiver of any subsequent breach of any provision.
18.4 A person who is not a party to these Terms has no rights under the Contract (Rights of Third Parties) Act 1999 to enforce any of these Terms, but this clause does not affect a right or remedy of a third party which exists or is available apart from that Act.
18.5 These Terms constitute the entire agreement between you and Nu Humana Limited and govern your use of the Website and supersede any prior agreements between you and Nu Humana Limited in relation to the Website. You may also be subject to additional terms and conditions that may apply when you participate in any promotions through the Website or use any affiliate services, third party content or third party software.