Terms and Conditions of Use of Lastfan.com

Introduction
1. Welcome to Last Fan. The Last Fan website is owned by Online Predictions Limited, a company incorporated in England and Wales with registration number 6745514 and having its registered office address at Whitnalls, 1st Floor, Cotton House, Old Hall Street, Liverpool, L3 9TX. Online Predictions Limited is regulated and licensed for remote pool betting by the UK Gambling Commission under licence number 023396 [R-305 522-001]. In these Terms and Conditions, "we", "us" and "our" means Online Predictions Limited. The Last Fan website and the services are provided by us or on our behalf by our third party suppliers.
2. These Terms and Conditions apply to all Users and, together with the Privacy Policy and the Game Rules, they cover all aspects of Last Fan and supersede any prior agreement or arrangement with you in respect of Last Fan. Before proceeding you should read these Terms and Conditions carefully. If you find yourself unable to agree to them, then you must not use the Site. If, however, you agree to them unconditionally you may use the Site subject always to these Terms and Conditions. By accessing the Site you indicate your acceptance of these Terms and Conditions irrespective of whether or not you become a Registered User.
3. We may amend these Terms and Conditions at any time by posting the amended Terms and Conditions on the Site. Any amendments to these Terms and Conditions shall be automatically effective immediately they are posted on the Site. Your continued use of the Site indicates your acceptance of any amended Terms and Conditions and therefore you should check this page from time to time to ensure that you are happy with any changes.
4. As part of our commitment to providing a useful informative Site with a good experience for Users, we welcome your feedback on the Site and these Terms and Conditions [via the contact form on the Site or via info@lastfan.com].
Definitions
1. In these Terms and Conditions the following words shall have the following meanings, unless the context requires otherwise:
  - £ - Means British pounds sterling;
  - Game Entry Fee - Means the game entry fee or "Bet" which is the amount that the relevant Player pays or wagers to play a Game;
  - Game Rules - Means the rules of the Game(s) set out in Clause 7 below;
  - Game(s) - Means the games accessible on the Site each of which is a competition between Players, whose skill in predicting a series of successive winning teams in a series of Rounds, determines success in that competition;
  - Intellectual Property Rights - Intellectual property rights including, for the avoidance of doubt, patents, copyright, rights in databases, trade marks and trade names whether registered or unregistered and subsisting anywhere in the World;
  - Minimum Funds - An amount of funds that can be credited to Your Account from time to time by payment from Your Card and which must be credited in order for you to be permitted to play your first Game, currently £6;
  - Personal Data - Shall have the meaning given to "personal data" in section Data Protection Act 1988;
  - Player(s) - Means Registered User(s) who choose to play the Game(s);
  - Pot - Means the amount of money available to the winner(s) of the relevant Game;
  - Privacy Policy - Means the way in which we shall handle your Personal Data as described in clause 11 and elsewhere in these Terms and Conditions;
  - Registration Details - the username, password and email address supplied by you on Registration;
  - Registered User - Any and all persons who register with the Site subject always to clause 3.1, and Registration shall be construed accordingly;
  - Round - Means a set of team fixtures published by us on the Site forming part of a Game or Games from which Players select a team to win its fixture;
  - Site - The digital content provided by us at http://www.lastfan.com from time to time, and also including digital content provided via email, RSS feeds, widget and other means;
  - Terms and Conditions - Means these terms and conditions together with the Privacy Policy and the Game Rules as amended by us from time to time by posting amendments on the Site;
  - Third Party Site - Third party website, frames and portals;
  - User - Any and all persons who access the Site provided by us, including but not limited to Registered Users, and "you" and "your" shall be construed accordingly;
  - Your Card - Has the meaning given to it in Clause 6.1 below;
  - Your Information - Is defined as any information (including your Registration Details) you provide to us during the registration process and during the period of your Registration to be supplied in accordance with Clause 5 below;
  - Your Winnings - The share of any Pot that you may win as a result of your success in and Game(s) you play on the Site.
2. In these Terms and Conditions unless the context requires otherwise:
  1. any reference to a Clause, Section or Part, is to a clause, section or part of these Terms and Conditions;
  2. headings are included for convenience only and shall not affect the interpretation of these Terms and Conditions;
  3. the singular includes the plural and vice versa;
  4. any gender includes the other genders;
  5. any reference to "persons" includes individuals, firms, partnerships, companies, corporations, associations, organisations, governments, states, governmental or state agencies, foundations and trusts (in each case whether or not having separate legal personality and irrespective of the jurisdiction in or under the law of which it was incorporated or exists);
  6. any reference to a statute, statutory provision, subordinate legislation, code or guideline is a reference to such as amended and in force from time to time and to any legislation which re-enacts or consolidates (with or without modification) any such legislation;
  7. any phrase introduced by the terms "including", "include", "in particular" or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms;
  8. any reference to "in writing" shall include email.
Registration Eligibility
1. Our Site and the Games available only to individuals who have the capacity to form legally binding contracts under the law applicable to these Terms and Conditions. Without limiting the foregoing, our Site and the Games are not available to minors (under 18 years of age) nor are they available to persons located in a country or jurisdiction in which it is unlawful to register and place a bet and play the Games. If you do not qualify, you are not permitted to register with the Site nor play the Games and no contract will be formed with you. Further, our Site and the Games are not available to temporarily or indefinitely suspended Users.
Formation of Contract
1. In order that a legally binding contract can be formed between us and a User eligible under clause 3.1, all Users are required to comply with these Terms and conditions and all Users who register are required to accept these Terms and Conditions unconditionally by clicking the ' I have read and agreed to the Terms and Conditions ' checkbox during the registration process.
2. We, in our absolute discretion, reserve the right to refuse, suspend or cancel Registration of any User at any time and without notice.
3. In consideration of our agreeing to your use of the Site, you agree to comply with these Terms and Conditions.
4. You warrant to us that you have the full right, power and authority to enter into and perform your obligations under these Terms and Conditions and you have not entered into any arrangement which in any way conflicts with these Terms and Conditions or inhibits, restricts or impairs your ability to perform your obligations under these Terms and Conditions.
Registration
1. Subject to clause 3.1 all Users may visit the Site and access certain information without the obligation to become a Registered User. In order to access other information, including the Games, it is necessary to become a Registered User.
2. In order to become a Registered User the relevant User shall complete the registration form. You represent and warrants that the information given in that registration will be accurate and complete and you will keep that information up to date.
3. By being a User of this Site you agree to be bound by these Terms and Conditions and you represent and warrant the following:
  1. You are 18 years of age or over.
  2. You are located in a country or jurisdiction in which remote gambling is lawful. It is your responsibility to ensure that you act in accordance with local, national or state laws when opening an account. Any game entry detected where such laws are contravened will be considered void and no winnings will be paid on such an entry. Whilst we will actively seek to exclude players from countries where it is illegal to play the games (for example, the USA and Turkey), this does not detract from your obligation to ensure that you act in accordance with the laws of the country or jurisdiction in which you are located. Any player attempting to play or register to play Games in breach of this condition or who is suspected of being in breach of this condition will not be eligible to collect any winnings and may be reported to the authorities.
  3. You are the cardholder the details of which you enter under the "add funds" web pages and that your name and address details are those held by the card issuer for billing. You also agree to provide additional personal identification details upon request in order to verify customer identification for security and legal purposes, for example, compliance with the Money Laundering Regulations 2007. You recognise that you are entering into a legally binding contract with us, that you understand you may incur losses in playing the Game or Games, and that you are the person whose details are provided in connection with your registration.
  4. You are not representing anyone else, or playing or acting on behalf of anyone else.
  5. You take full responsibility for the security of your Registration Details and you will keep your Registration Details private and you accept full responsibility for any bets placed using these details on your account. If you have reason to believe that a third party may be in possession of any of your Registration Details, it is your responsibility to contact us immediately.
  6. You confirm that you are not an employee or family member of Online Predictions Ltd or any third party supplier (software, legal, licensing, security, banking or hardware included) with access to any information or system that may provide you with any form of advantage in any Game.
  7. When you click on the "Confirm and Play" button on the Site in relation to any Game, you understand that a valid bet has been placed with us and from that point you can no longer cancel that bet.
  8. You accept that we reserve the right to close any account or refuse an entry of any Registered User without explanation or obligation to disclose why an account has been terminated or the entry refused. In the event of an account being terminated unfinished Games will remain valid unless they are in breach of these Terms and Conditions.
  9. You understand the Rules and Regulations of the Games and all the risks involved.
  10. You understand that the Site is the only method available for Game entry and that you will not attempt to enter any Game via fax, email, post or telephone.
  11. You undertake to enter any Game for legitimate purposes and you will not make any attempt to alter the outcome of any Game through malicious or unfair methods.
  12. You agree to use the Site only for lawful purposes and that Your Information supplied will be in accordance with clause 5.5 and maintained in accordance with clause 5.2.
4. We shall handle all Your Information supplied in accordance with the Privacy Policy from time to time.
5. You undertake that Your Information and your use of the Site (or any items listed therein) shall not:
  1. be false, inaccurate or misleading;
  2. be fraudulent or involve the sale of counterfeit or stolen items;
  3. infringe any Intellectual Property Rights or other proprietary rights or rights of publicity or privacy of any person;
  4. manipulate identifiers (including the disguising of headers) in order to disguise the origin of any data on the Site;
  5. violate any law, statute, ordinance or regulation (including without limitation those governing export control, consumer protection, unfair competition, anti-discrimination or false advertising);
  6. be defamatory, trade libellous, unlawfully threatening or unlawfully harassing;
  7. be obscene, blasphemous, contain any pornography including without limitation child abuse images or other legally restricted material;
  8. contain any malware, including viruses, Trojan horses, worms, time bombs, robots or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information;
  9. create liability for us or cause us to lose (in whole or in part) the services of our internet service provider or other suppliers;
  10. impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with anyone or anything; or
  11. post or transmit chain letters, pyramid schemes, advertising, promotional materials, or other solicitation except as where explicitly requested by another User.
Game Management and Operation
1. To play a Game a User must open an account with us, and this is opened automatically on completion of the registration process ("Your Account"). You must also be the holder of a Visa, Master Card Credit card or a Delta, Switch or Maestro debit card, details of which must be supplied in the registration process, ("Your Card") and all charges to and any winnings will only be debited and credited to Your Card.
2. Once you have become a Registered User, you can add funds to Your Account in the add funds section of the my account page on the Site at any time by way of advance payment towards Game Entry Fees. The amount you enter, which may be £6, £10 or another amount of your choosing providing always that it shall not be less than the Minimum Funds, will be debited to Your Card when you click "Add Funds" no matter when you choose to play a Game.
3. You must have the Minimum Funds credited to Your Account before you can play your first Game. The amount of the Game Entry Fee, the Bet, will be debited to Your Account when you click "Confirm and Play" in relation to each Game you play, no matter when the result of the relevant Game(s) is determined.
4. The maximum withdrawal amount for any account in any 24 hour period is £2,000. All withdrawal amounts may be subject to additional personal and financial security checks by us to ensure the legality and identity of the card owner. For withdrawal amounts above this or in any other circumstances, at our discretion, we may wish to ensure the necessary security and identification checks have been carried out prior to funds transmission.
5. Minimum Funds and maximum withdrawal amounts may be applied to all accounts. We reserve the right to amend the amount of the Minimum Funds, the minimum Game Entry Fee and maximum withdrawal amounts at any time.
6. The actual value of a Pot displayed on the Site in relation to each Game is not updated in real time but will never be lower than the amount displayed on the Site in relation to each Game.
7. Security is of paramount importance and all transactions will be encrypted and processed by a third party supplier on our behalf.
8. We will not make Your Card details available to any third party unless we are required to do so by law.
9. We will keep records of your transactions and playing history and these records will be used by us to determine the result of any dispute.
10. We will use all reasonable efforts to ensure the accuracy of the data supplied and entered for every Game but we do not make any representation or warranty as to the accuracy of such data nor do we accept responsibility for any errors or omissions in respect of information provided and should an error occur we will use all reasonable efforts to rectify that error so that all Players with a valid entry are equally unaffected by any data error.
11. Your Winnings will be credited to Your Account and you must click "Withdraw Funds" for any credit to be sent Your Card. Payments will only be made as to any amount in credit and the time taken to credit your card will be subject to the clearance period of the issuer of Your Card.
12. We take no responsibility for paying any taxes or unforeseen liability on any of Your Winnings, the payment of which are the responsibility of the Player.
13. No interest will be due to any User for any credit balance held by us, and this applies equally to funds credited to Your Account using Your Card and any of Your Winnings credited to Your Account. Any and all funds held in Your Account will be considered as advance payment of Game Entry Fees but you may withdraw the funds at any time when you click "Withdraw Funds", in accordance with Clause 6.11 above.
14. In the event of any dispute, unsettled claims, possible fraud investigations including any charge deduction claim or chargeback from any card issuer, the monies involved will be deducted from any Pot(s) and will be held by us until we have been able to investigate and resolve the matter.
15. Complaints and disputes should be submitted to info@lastfan.com in the earliest possible instance and use of our records will be used to determine the outcome of that dispute. We reserve the right to call upon an independent third party for dispute resolution, and if we exercise that right then you agree that any decision made by such independent third party will be considered binding.
Game Rules
1. All players agree to abide by the Game Rules set out below.
2. To enter any Game a player must pay the Game Entry Fee of the value applicable to the relevant Game (£3 or £10).
3. The amount of the Pot for any Game is determined by the number of players entering the relevant Game after deduction by us of a proportion of the Game Entry Fees.
4. Each Game is divided into Rounds. A Round is a list of football match fixtures to be played by various football teams in the various Football Association Leagues to be published by us on the Site and from which each Player can choose a team who they predict will win the relevant match fixture. We set the match fixtures that make up a Round and we will not enter into any correspondence or dispute about the match fixtures listed in any Round. These are real match fixtures and the results of those real matches determine the results of the Rounds and the Games. In any Game you can only choose each team once. For the avoidance of doubt you cannot choose a team in more than one Round of any Game.
5. Only Registered Users who pay the Game Entry Fee prior to the suspension of the first Round of any Game become Players in that Game.
6. Each Round will be suspended 30 minutes prior to the scheduled kick off time of the first match fixture in that Round. Once a Round is suspended Players will no longer be able to make a choice of team prediction. Once you have started to play a Game, in the event that a Player has not made a team prediction for any Round, for whatever reason, when the Round is suspended, a team will automatically be entered for that Player, which will be the first team on the alphabetical list of teams in that Round excluding those teams that the Player has chosen in previous Rounds.
7. If the team chosen by the Player wins the match fixture in that Round, then that Player continues to the next Round of the Game. If the team chosen loses or draws the match fixture, then that Player will not continue to the next Round and they will "Exit". Rounds of the Game will continue to be played until there is one Player remaining, a "Last Fan", who wins the Pot. However, if all the remaining Players in any Round of the Game Exit, then they will together win the Pot which will be shared equally between those Players.
8. If a match fixture is postponed or abandoned for any reason, (including but not limited to weather conditions, pitch invasion, crowd problems, or problems with the players) we would expect to use the decision of the UK Pools Panel as to the outcome of that match fixture. If no decision of the UK Pools Panel is available to us in reasonable time prior to the commencement of the next Round or to enable us to bring a timely end to any Game then we reserve the right to make our own decision as to the outcome of that match fixture. Without prejudice to the other provisions of this clause 7, if for reasons beyond our control a result or series of results are unavailable then we reserve the right to cancel that Round or Game and return the Game Entry Fee to each of the Players.
9. If, for some reason a Player is left with no choice of any team in a Round, he will automatically be entered into the next Round, unless that is the last Round of the Game, in which case all the remaining Players will together win the Pot which will be shared equally between those Players.
Third Party Advertising and Links to Third Party Sites
1. There may be third party advertising posted on the Sites from time to time which may contain links to Third Party Sites. You acknowledge and accept that we do not exercise any review or editorial control over the content of such third party advertising whatsoever. Accordingly, our liability and responsibility, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, or for goods or services available on or through any such third party advertising on the Site and any damage it may cause is hereby disclaimed and excluded to the maximum extent permitted by law.
2. Where we provide hyperlinks to a Third Party Site, we shall not take any responsibility for nor do we make any warranties, representations or undertakings about the content of such site and we do not endorse or approve the content of such Third Party Sites. If you decide to use any link to a Third Party Site you leave the Site and you do so at your own risk.
3. Links to Third Party Sites in the third party advertising or otherwise on the Site do not imply that:
4. 1. We are affiliated or associated with the owners of such Third Party Sites;
  2. We are legally authorised to use any trade mark, trade name, logo or copyright symbol displayed in or accessible through the Third Party Sites; or
  3. any linked Third Party Site is authorised to use any of our Intellectual Property Rights.
No Warranty
1. The Site including, without limitation, its contents, functionality, performance and features are provided on an "as available basis" at the User's sole risk and without representations or warranties without any express or implied warranties of any kind and to the full extent permitted by law. Without prejudice to the generality of the foregoing, we expressly exclude all warranties, conditions or terms express or implied, statutory or otherwise including without limitation any warranty as to (i) title; (ii) that the use of the Site will not infringe any Intellectual Property Rights of any other person; (iii) satisfactory quality or fitness for any particular purpose; or (iv) that the Site is accurate, complete or error free.
Liability Limit
1. Nothing in these Terms and Conditions is intended to limit or exclude any liability on our part for fraud or for negligence causing death or personal injury or where and to the extent that applicable law prohibits such exclusion or limitation.
2. Subject to Clause 10.1 and any clauses relating to limitation of liability elsewhere in these Terms and Conditions, in no event shall we or our suppliers be liable in contract, tort (including negligence), statutory duty, pre-contract or other representations (other than fraudulent misrepresentations) or otherwise arising out of or in connection with these Terms and Conditions for: (a) direct, consequential, indirect or special loss or damage; or (b) any loss of goodwill or reputation; or (c) any economic losses (including loss of revenues, profits, contracts, business or anticipated savings) any loss of opportunity or chance, and in each case whether advised of the possibility of such loss or damage and however incurred including as a result of negligence arising out of or in connection with the Site. Subject to Clause 10.1 above, our liability to you under these Terms and Conditions is limited to a sum equivalent to the Minimum Game Entry Fee.
3. Accordingly, subject to Clause 10.1, you agree not to bring a claim of any nature against us in relation the use of or access to the Site, except where such a claim cannot be excluded by law. You acknowledge and agree that we will have the right (subject to the discretion of the Court) to a stay of proceeding if you bring any claim against us in breach of the foregoing.
4. We shall not be liable or responsible in any way for any damage caused by any misuse of the Site by you or any third party.
5. We shall be free to modify, temporarily suspend or cancel the Site (including Games) and to reasonably amend these Terms and Conditions at any time in writing which amendments will be deemed to be agreed by you upon using the Site.
6. You acknowledge that information, software and other material accessible over the Internet via the Site may contain viruses, worms, Trojan horses, cancelbots, or other harmful and destructive components. We shall not be liable for any direct, indirect, incidental or other loss or damages which result or may result from your access to or use of the Internet or the Site. Further whilst we use reasonable efforts to ensure the security of the Site and Your Information, we shall not be liable for any direct, indirect, incidental or other loss or damages which result or may result from unauthorised third party access to the Site whether by hacking or otherwise.
7. We shall not be liable in relation to any Game Entry Fee, or for any team prediction in any Round(s) of any Game(s), or for any amounts credited to Your Account using Your Card, or for any request to "Withdraw Funds" or for any other orders or requests which are made via the Site but are not received by us for any reason, including but not limited to errors, disruption or downtime of Site which may, owing to corruption of data, lead to such information order or request being lost or which may lead to information orders or requests being submitted incomplete or with errors in which case resubmission will be required.

Privacy
1. Our Privacy Policy gives info about how we keep Your Information safe and secure. It outlines what happens to Cookies on your computer, what information we need from you and how we use your Personal Data. This Privacy Policy forms part of these Terms and Conditions which should be read in their entirety because there are other provisions that relate to data processing and handling, including but not limited to the provisions in clauses 5 and 6.
2. Please be aware that information and data may be automatically collected through the use of Cookies. "Cookies" are small text files that store basic information that a web site can use to recognise repeat site visits, e.g. recall your username if this has been previously supplied. We may use this to track User's behaviour and compile aggregate data in order to improve the Site, target advertising and assess general effectiveness of such advertising.
3. Cookies do not attach to your system or damage your files. If you do not want information collected through the use of Cookies, there is a simple procedure in most browsers that allows you to deny or accept the Cookie feature, however, "personalised" services may be affected if the cookie option is disabled.
4. By supplying Your Information, you accept that we may retain it and that it may be held by us or any third party company which processes it on our behalf.
5. We reserve the right to analyse User's behaviour and characteristics in order to measure use of the Site and, in addition, to inform advertisers of such information as well as the number of Users that have been exposed to or who have clicked on their advertising banners. We will provide only aggregated data and not Personal Data from any analysis to third parties.
6. We shall be entitled to make Your Information available to third parties in order to send you information about us and our affiliates, associated companies and organisations, for the following purposes including but not limited to:
7. Promotional and/or marketing material about products, services and offers
8. Market research or compliance; and
9. Any requirements imposed by the operation of law.
10. You may notify us of changes to Your Information by contacting us by email or by clicking on "My Account" on the Site and entering the relevant changes. Further, upon your request, we will use commercially reasonable efforts to delete Your Information from our database; however, it may be impossible to delete information entirely without some residual information remaining because of back-ups and records of deletions.
11. We and our regulators are entitled to share Your Information (which includes Personal Data and betting history) with regulatory bodies and other bodies, including the police and sporting bodies, in order to investigate suspected fraud, money laundering or sports integrity issues and to comply with our regulatory duties including compliance with the UK Gambling Commission.
12. Any communication in relation to our Privacy Policy should be forwarded to info@lastfan.com. Any web site that you may connect to from the Site is not covered by this Privacy Policy.
13. As with all provisions set out in these Terms and Conditions, we reserve the right, at any time, to modify, alter, or update this Privacy Policy.
Intellectual Property
1. You acknowledge that the ownership of any Intellectual Property Rights in the Site belongs to us or our third party licensors. Accordingly, no part of this Site (including for the avoidance of doubt, its source HTML or any other code, RSS feeds, content within emails, downloadable files) may be used, transferred, copied or reproduced in whole or in part in any manner including, for the avoidance of doubt, on any intranet or extranet or any other site or storage facility whether for storage or for others to view without our prior written consent, other than for the purposes of utilising this Site, meaning that you may only display it on your computer screen and print it out on your printer for the sole purpose of viewing its content in connection with the Games.
2. Subject to the terms and conditions herein, copyright and all other Intellectual Property Rights subsisting in each and every piece of information provided on the Site is owned by us or the third party providers of such information. You may use information retrieved from the Site only for the purposes of the Games.
3. Last Fan; LastFan.com, and the LastFan.com logo are trade names or trade marks belonging to us, the use of which is forbidden by any other persons without our express permission.
4. We make no warranty or representation in respect of any other trade mark or trading name, symbol or device, all of which are hereby acknowledged. If you have any questions in relation to the use of any marks contained within the Site please contact us at our registered office address or to the e-mail address in Clause 1.
Termination
1. Either party may terminate the agreement set out in these Terms and Conditions at any time on written notice to the other.
2. Without limiting other remedies, we may immediately issue a warning, temporarily suspend, indefinitely suspend or terminate your access, and refuse to allow you to use the Site if:
  1. you breach these Terms and Conditions or the documents incorporated by reference (including but not limited to our Privacy Policy);
  2. we are unable to verify or authenticate any information you provide to us; or
  3. we believe that your actions may cause legal liability for you, other Users or us.
Indemnity
1. You agree to indemnify us (and to keep us indemnified) on demand, defend and hold harmless Online Predictions Ltd and our subsidiaries, affiliates, officers, directors, agents, and employees, from and against any claim, demand, liability, cost, damage or loss we may incur, including legal fees, made by any third party due to or arising out of your breach of these Terms and Conditions or the documents incorporated by reference, or your violation of any law or the rights of a third party.
Notices
1. All notices to be served on us shall be sent to our registered office address or to the e-mail address in Clause 1 or as otherwise notified on the Site from time to time for such purpose.
2. All notices required to be served by us shall be posted on the Site to the extent that they relate to a non-registered User, or sent to the relevant contact email address supplied by the relevant Registered User as updated from time to time for such purpose.
General
1. Assignment Users shall not be entitled to assign, transfer, charge or licence the whole or any part of its rights and/or obligations under these Terms and Conditions without our prior written consent.
2. Sub-contracting We may engage any person, firm or company as its sub-contractor to perform any of our obligations.
3. Relationship Nothing in these Terms and Conditions shall be deemed to create a partnership or joint venture or contract of employment of any kind between the parties nor shall it be deemed to grant any authority not expressly set out in the Terms and Conditions or create any agency between the parties.
4. Entire agreement Each party confirms that the Terms and Conditions sets out the entire agreement and understanding between the parties and that it supersedes all previous agreements, arrangements and understandings between them relating to the subject matter of the Site. The User confirms that it has not relied upon any statement, representation or understanding that is not an express term and shall not have any remedy in respect of any statement, representation or understanding which is not an express term unless made fraudulently.
5. Waiver No failure or delay exercise by any party in exercising any right, power or remedy under these Terms and Conditions will operate as a waiver of that or any other right, power or remedy nor will any single or partial exercise by either party of any right, power or remedy preclude any further exercise of any other right, power or remedy.
6. Severance To the extent that any provision of this Agreement is found by any court or competent authority to be invalid, unlawful or unenforceable in any jurisdiction, that provision shall be deemed not to be a part of these Terms and Conditions, it shall not affect the validity, lawfulness or enforceability of the remainder of these Terms and Conditions nor shall it affect the validity, lawfulness or enforceability of that provision in any other jurisdiction.
7. Force Majeure A party will not be liable for any failure/delay in performing its obligations under these Terms and Conditions to the extent that this failure is the result of any cause or circumstance beyond the reasonable control of that party including acts of god, war, civil commotion or industrial dispute and that failure could not have been prevented or overcome by that party acting reasonably and prudently. If consequently either party is prevented from performing its obligations for a period exceeding three (3) months then the other party may terminate these Terms and Conditions immediately on written notice.
8. Rights of Third Parties Nothing in these Terms and Conditions shall create or confer any rights or other benefits whether pursuant to the Contracts (Rights of Third Parties) Act 1999 or otherwise in favour of any person other than the parties to these Terms and Conditions.
9. Further Assurance Each party shall at the cost and expense of the other party use all reasonable endeavours to do all such further acts and things and execute or procure the execution of all such other documents as that party may from time to time reasonably require for the purpose of giving that party the full benefit of the assets, rights and benefits to be transferred to the other party under these Terms and Conditions.
10. Miscellaneous The rights and remedies of the parties under this Agreement are cumulative and in addition to any rights and remedies provided by law. Any variation to this Agreement must be in writing and agreed by the parties. This Agreement may be executed in counterpart.
11. Governing Law These Terms and Conditions shall be governed in all respects by English law as if the contract was wholly entered into and wholly performed within England. The parties hereby submit to the exclusive jurisdiction of the English courts.

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Terms and Conditions of Use of Lastfan.com