The following terms and conditions govern all use of whitecliffservices.com website and all content, services and products available at or through the website (taken together, the Website). This Website is owned and operated by Whitecliff Services Ltd (“The Website is offered subject to your acceptance without modification of all the terms and conditions contained herein and all other operating rules, policies and procedures that may be published from time to time on this Site by Whitecliff Services (collectively, the “Agreement”).

Please read this Agreement carefully before accessing or using the Website. By accessing or using any part of the web site, you agree to become bound by the terms and conditions of this agreement. If you do not agree to all the terms and conditions of this agreement, then you may not access the Website or use any services. If these terms and conditions are considered an offer by Whitecliff Services Ltd, acceptance is expressly limited to these terms.

1. Changes to Terms and Conditions:  WHITECLIFF SERVICES LTD has the right, in its sole discretion, to add to, remove, modify or otherwise change any part of these Terms and Conditions, including the Privacy Policy, in whole or in part, at any time. Changes will be effective when notice of such change is posted at this Site. Please check these Terms and Conditions frequently for updates by checking the date of “Last Update” at the top of this document. If any change is not acceptable to you, you must discontinue your use of this Site immediately. Your continued use of this Site or downloading or use of Materials from it after any such changes are posted will constitute acceptance of those changes.
2. WHITECLIFF SERVICES LTD may terminate, change, suspend or discontinue any aspect of this Site, including (i) changing the availability or granting of access to one or all of any of its  features, at any time without notice or liability; (ii) removing, adding, modifying or otherwise changing any Materials on or from this Site; or (iii) imposing limits on certain features and Services or restricting your access to parts or all of this Site without notice or liability for any reason whatsoever. WHITECLIFF SERVICES reserves the right but not the duty, in its sole discretion, to correct any errors or omissions in any portion of this Site at any time without notice.
3. Without limiting any of those representations or warranties, Whitecliff Services Ltd has the right (though not the obligation) to, in Whitecliff’s sole discretion (i) refuse or remove any content that, in Whitecliff’s reasonable opinion, violates any of our policy or is in any way harmful or objectionable, or (ii) terminate or deny access to and use of the Website to any individual or entity for any reason, in Whitecliff Services sole discretion. Whitecliff Services will have no obligation to provide a Responsibility of Website Visitors. Whitecliff Services has not reviewed, and cannot review, all of the material, including computer software, posted to the Website, and cannot therefore be responsible for that material’s content, use or effects. By operating the Website, Whitecliff Services Ltd does not represent or imply that it endorses the material there posted, or that it believes such material to be accurate, useful or non-harmful. You are responsible for taking precautions as necessary to protect yourself and your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content. The Website may contain otherwise objectionable, as well as content containing technical inaccuracies, typographical mistakes, and other errors. The Website may also contain material that violates the privacy or publicity rights, or infringes the intellectual property and other proprietary rights, of third parties, or the downloading, copying or use of which is subject to additional terms and conditions, stated or unstated. Whitecliff Services Ltd disclaims any responsibility for any harm resulting from the use by visitors of the Website, or from any downloading by those visitors of content there posted.
4. Copyright Infringement and DMCA Policy. As Whitecliff Services Ltd asks others to respect its intellectual property rights, it respects the intellectual property rights of others. If you believe that material located on or linked to by Whitecliff Services violates your copyright, you are encouraged to notify Whitecliff Services Ltd in accordance with Whitecliff Services Ltd Digital Millennium Copyright Act (“DMCA”) Policy. Whitecliff Services Ltd will respond to all such notices, including as required or appropriate by removing the infringing material or disabling all links to the infringing material
5. Registration and Password: You are responsible for maintaining the confidentiality of your registration information and password. You shall be responsible for all uses of your registration, whether or not authorized by you. You agree to immediately notify WHITECLIFF SERVICES LTD of any unauthorized use of your registration or password.
6. Intellectual Property. This Agreement does not transfer from Whitecliff Services Ltd to you any Whitecliff Services Ltd or third-party intellectual property, and all right, title and interest in and to such property will remain (as between the parties) solely with Whitecliff Services Ltd. Whitecliff Services Whitecliff Services: its Logo and all other trademarks, service marks, graphics and used in connection with   the Website are trademarks or Whitecliff Services Ltd licensors. Other trademarks, service marks, graphics and logos used in connection with the Website may be the trademarks of other third parties. Your use of the Website grants you no right or license to reproduce or otherwise use any Whitecliff Services Ltd or third-party trademarks.

   Proprietary Rights. Limited License and Copyright. This Site, including all Materials, is protected by UK and worldwide copyright laws and treaty provisions. You agree to comply with all copyright laws worldwide in your use of this Site and to prevent any unauthorized copying of the Materials. Except as expressly provided herein, WHITECLIFF SERVICES LTD does not grant any express or implied right or license to you under any intellectual property right, including under any patent, trademark, copyright, trade secret, or confidential information, of WHITECLIFF SERVICES LTD
   
   1. Changes. Whitecliff Services Ltd reserves the right, at its sole discretion, to modify or replace any part of this Agreement. It is your responsibility to check this Agreement periodically for changes. Your continued use of or access to the Website following the posting of any changes to this Agreement constitutes acceptance of those changes. Whitecliff Services Ltd may also, in the future, offer new services and/or features through the Website (including, the release of new tools and resources). Such new features and/or services shall be subject to the terms and conditions of this Agreement.

   2. Termination. Whitecliff Services Ltd may terminate your access to all or any part of the Website at any time, with or without cause, with or without notice, effective immediately. If you wish to terminate this Agreement or your Whitecliff Services Ltd account (if you have one), you may simply discontinue using the Website. such account can only be terminated by Whitecliff Services Ltd if you materially breach this Agreement and fail to cure such breach within thirty (30) days from Whitecliff Services Ltd notice to you thereof; provided that, Whitecliff Services Ltd can terminate the Website immediately as part of a general shut down of our service. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

   3. Disclaimer of Warranties. The Website is provided “as is”. Whitecliff Services Ltd and its suppliers and licensors hereby disclaim all warranties of any kind, express or implied, including, without limitation, the warranties of merchantability, fitness for a particular purpose and non-infringement. Neither Whitecliff Services Ltd nor its suppliers and licensors, makes any warranty that the Website will be error free or that access thereto will be continuous or uninterrupted. You understand that you download from, or otherwise obtain content or services through, the Website at your own discretion and risk.

   4. Limitation of Liability. In no event will Whitecliff Services Ltd, or its suppliers or licensors, be liable with respect to any subject matter of this agreement under any contract, negligence, strict liability or other legal or equitable theory for: (i) any special, incidental or consequential damages; (ii) the cost of procurement for substitute products or services; (iii) for interruption of use or loss or corruption of data; or (iv) for any amounts exceeding £100. Whitecliff Services Ltd shall have no liability for any failure or delay due to matters beyond their reasonable control. The foregoing shall not apply to the extent prohibited by applicable law.

General Representation and Warranty. You represent and warrant that (i) your use of the Website will be in strict accordance with the Whitecliff Services Ltd  Privacy Policy, with this Agreement and with all applicable laws and regulations (including without limitation any local laws or regulations in your country, state, city, or other governmental area, regarding online conduct and acceptable content, and including all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside) and (ii) your use of the Website will not infringe or misappropriate the intellectual property rights of any third party.

      5. Indemnification. You agree to indemnify and hold harmless Whitecliff Services Ltd, its contractors, and its licensors, and their respective directors, officers, employees and agents from and against any and all claims and expenses, including attorneys’ fees, arising out of you. use of the Website, including but not limited to your violation of this Agreement.

      6. Miscellaneous. This Agreement constitutes the entire agreement between Whitecliff Services Ltd and you concerning the subject matter hereof, and they may only be modified by a written amendment signed by an authorized executive of Whitecliff Services Ltd, or by the posting by Whitecliff Services Ltd of a revised version. Except to the extent applicable law, if any, provides otherwise, this Agreement, any access to or use of the Website will be governed by the laws of the United Kingdom (UK), excluding its conflict of law provisions, and the proper venue for any disputes arising out of or relating to any of the same will be the state and federal courts located in United Kingdom (UK). Except for claims for injunctive or equitable relief or claims regarding intellectual property rights (which may be brought in any competent court without the posting of a bond), any dispute arising under this Agreement shall be finally settled in accordance with the            Comprehensive Arbitration Rules of the Judicial Arbitration and Mediation Service, Inc. (“JAMS”) by three arbitrators appointed in accordance with such Rules. The arbitration shall take place in United Kingdom (UK), in the English language and the arbitral decision maybe enforced in any court. The prevailing party in any action or proceeding to enforce this Agreement shall be entitled to costs and attorneys’ fees. If any part of this Agreement is held invalid or unenforceable, that part will be construed to reflect the parties’ original intent, and the remaining portions will remain in full force and effect. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof. You may assign your  rights under this Agreement to any party that consents to, and agrees to be bound by, its terms and conditions; Whitecliff Services Ltd may assign its rights under this Agreement without condition. This Agreement will be binding upon and will inure to the benefit of the parties, their successors and permitted assigns.

       7.  Disclaimers. You acknowledge that any use of or reliance on this Site or any Materials shall be at your sole risk. WHITECLIFF SERVICES LTD  makes no representation or guarantee of any kind regarding the Site and/or the Materials, including with respect to the information provided by third party legal and other consultants, all of which are provided on an “AS IS” basis. WHITECLIFF SERVICES LTD expressly disclaims all representations, warranties and conditions, including without limitation any implied warranties and conditions of                          merchantability, merchantable quality, non-infringement and fitness for a particular purpose and those arising by statute or otherwise in law or from a course of dealing or usage of trade. WHITECLIFF SERVICES LTD does not guarantee that this site will continue to operate without interruptions or that it will be error-free.

       8. This Site contains materials, data, information provided, posted or offered by third parties, including third party You agree that  WHITECLIFF SERVICES LTD shall have no liability whatsoever for any such third-party material, data or information.

       9. You acknowledge and agree that you are solely responsible for the form, content and accuracy of any resume, posting or other Content placed by you, as applicable on the Site.

WHITECLIFF SERVICES LTD shall not be responsible for any employment decisions, for whatever reason made, made by any entity posting.

       11. Choice of law This Site is controlled, operated, and administered by WHITECLIFF SERVICES LTD from its offices within Essex, UK.                          WHITECLIFF SERVICES LTD makes no representation or warranty that materials at this Site are appropriate or available for use at any locations outside the UK. If you access this Site from outside the UK, you are responsible for compliance with all local law. You may not export any of the Materials accessible through this Site in violation of applicable export laws and regulations.

These Terms and Conditions shall be interpreted, construed and governed by the laws in force in England & Wales, without reference to its conflict of laws principles, except were prohibited by mandatory provisions of the laws applicable in your jurisdiction. Except in respect of any matter relating to the enforcement of intellectual property rights and protection of confidential information, the parties agree that any action, suit or proceeding arising out of or related to these Terms and Conditions shall be commenced in England. Each party hereby agrees to submit to the jurisdiction of the courts of England & Wales and to waive any objections based upon venue in any such action, suit or proceeding. The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms and      Conditions.

12. Arbitration. Any and all disputes arising out of these Terms and Conditions, its performance, breach, enforcement, existence or validity, including any failure of the parties to reach agreement with respect to matters provided for in these Terms and Conditions and all matters of dispute relating to the rights and obligations of the parties, which cannot be amicably resolved, even if only one of the parties declares that there is a difference, will be referred to and finally settled by private and confidential binding arbitration before a single arbitrator held in England, in English and governed by the laws of England & Wales. The arbitrator shall be a person who is legally trained and who has experience in the information technology field in the UK and is independent of either party.

Notwithstanding the foregoing, each party may pursue the protection intellectual property rights and confidential information through injunctive or other equitable relief through the courts.

13. General (i) Except as expressly provided in additional terms of use for areas of the Site, a particular legal notice, or an additional Agreement, these Terms and Conditions constitute the entire agreement between WHITECLIFF SERVICES LTD and you with respect to the subject matter hereof; (ii) Any cause of action you may have with respect to your use of this Site or which is the subject of these Terms and Conditions must be commenced within one (1) year after the claim or cause of action arises; (iii) If for any reason a court of competent jurisdiction finds any provision of these Terms and Conditions or portion thereof to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to effect the intent of these Terms and Conditions, and the remainder of these Terms and Conditions shall continue in full force and effect; (iv) The relationship of the parties is solely that of independent contractors and neither party shall have any authority to act for or bind the other party; (v) The waiver of any breach or default hereunder shall not constitute the waiver of any other or subsequent breach or default; (vi) No changes to these Terms and Conditions shall be made except by a revised posting on this page & agree to be bound by the additional terms of use applicable to such areas.