Coach and Bus Week Limited its subsidiaries and trading arrangements (“CBWL” or “we”)
Agreement of Terms and Conditions (this “Agreement”)
The Terms and Conditions (these “Terms”) comprise these Legal Notices and License Agreement relating to Coach & Bus Week magazine and its websites www.coachandbusweek.net and www.coachandbusweek.net (the “Site”).
CBWL may assign this Agreement or delegate any of its obligations hereunder.
Please read the following Legal Notices and License Agreement. By ticking the “I agree to the Terms and Conditions” box in a website controlled by CBWL or by making a payment to purchase a product or service provided by CBWL you are accepting all the Terms contained herein.
Access to, browsing and use of the Site and other internet services (the “Service”) are subject to the following Terms of Service (these “Terms”). Please read these Terms carefully. Creating an account with CBWL or otherwise using the Service will signify that you have read, understand, and agree to be bound by these Terms and to comply with all applicable laws and regulations. These Terms constitute a binding agreement between you and CBWL. If you do not agree to these Terms, you may not use the Service. THESE TERMS CONTAIN WARRANTY DISCLAIMERS AND OTHER PROVISIONS THAT LIMIT THE LIABILITY OF CBWL. PLEASE READ THESE TERMS IN THEIR ENTIRETY.
1. The Service
The Service is operated by CBWL. The Service includes the Site that enables you to order, subscribe to and receive the delivery of various magazines and other publications, content and products (collectively, the “Products”) and have digital versions of the Publications enabled for you to view online.
2. Your Account
Certain portions of the Service are available only to individuals who have registered with and obtained a password from CBWL. By registering with CBWL, you certify that you are at least 18 years of age. You may not provide or use a password, email address, or any other information of anyone else. You agree to provide true, accurate, current and complete information about yourself when you register with or order Products from CBWL, and to maintain and promptly update that information to keep it true, accurate, current and complete. You are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your account, including the selection and use of all content and services.
3. Licensee Use of the Service
You may only use the Service for lawful purposes and in accordance with these Terms. CBWL reserves the right to refuse service, terminate accounts, or cancel orders at any time in its sole discretion, including, without limitation, based on any activity by a subscriber in violation of these Terms or applicable law.
4. International Users
The Service is controlled, operated and administered by CBWL from its offices within the United Kingdom. If you access the Service from a location outside the United Kingdom, you are responsible for compliance with all local laws. You agree that you will not use the Service or any Products accessed through the Service in any country or in any manner prohibited by the laws or regulations of the United Kingdom.
5. Intellectual Property
All content included as part of the Service, such as text, graphics, logos, button icons, images, as well as the compilation thereof, and all software used on the Site, is the property of CBWL or its suppliers and protected by United Kingdom and international laws, including without limitation copyright and other laws that protect intellectual property and proprietary rights. You agree to observe and abide by all copyright and other proprietary notices, legends or other restrictions contained in any such content and will not make any changes thereto. Each third-party content provider owns the copyright on content original to it including, without limitation, on the Products delivered or otherwise made available to you through the Service. Except as permitted by the Publication’s lawful owner, you acknowledge that you do not acquire any ownership rights by downloading Products accessed through the Service. Except as explicitly permitted or required under copyright law or the the features of the Service, you may not modify, publish, reverse engineer, transmit, display, participate in the transfer or sale, create derivative works of, or in any way commercially exploit or provide to a third party the content of the Site, the Products, or any portion of them without the express permission of CBWL and the owner of such content. We do not grant you any licenses, express or implied, to the intellectual property of CBWL or our licensors except as expressly authorized by these Terms.
CBWL is the publisher of the Products and has editorial control over the Products. However, any opinions, advice, statements, services, offers or other information or content expressed or made available by third parties, including those made in Products offered by the Service, are those of the respective author(s) and not of CBWL. CBWL does not guarantee the accuracy, completeness or usefulness of any Products, nor will we be liable for any loss or damage caused by your reliance on information obtained through the Service or from the Products. The Service may contain links to other Internet sites and third-party resources. CBWL does not assume any responsibility or liability for communications or materials available at such linked sites. These links are provided for your convenience only. You are solely responsible for understanding any terms and conditions that may apply when you visit or place an order through a third-party site.
We reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that CBWL shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service.
8. Disclaimer of Warranties
The Service and all Products are provided in good faith by CBWL or its affiliates. CBWL, its affiliates, suppliers, licensors and agents expressly disclaim all warranties of any kind express or implied. In addition neither CBWL nor its affiliates, suppliers, licensors or agents, makes any warranty that you will be satisfied by the Service or Products, or that the Service or Products will be continuous, secure accurate, reliable or free from errors. Maintenance of suitable internet connectivity is your sole responsibility. CBWL is not responsible for your inability to download the Service or Products and any material obtained from the Service or Products is obtained at your own risk. No advice or information given in any way by CBWL to you shall constitute or create any warranty.
9. Limitation of Liability
To the maximum extent permitted by the applicable law, neither CBWL nor its affiliates, suppliers, licensors or agents will be liable for any damages of whatsoever nature or amount arising from any use or consequence of use of the Products and Services above the total of fees paid by you to CBWL for the portion of the Services or Products giving rise to the claim.
You agree to defend, indemnify and hold harmless CBWL, its licensors, suppliers and any third-party content providers and their respective directors, officers, employees and agents from and against all claims, losses, expenses, damages and costs, including attorney’s fees, arising out of or resulting from (a) your use of the Service or the Products, (b) your violation of these Terms, or (c) any activity related to your account (including negligent or wrongful conduct) by you or any other person accessing the Service or the Products using your account.
CBWL retains the right, but not the obligation, to monitor the Service to determine compliance with these Terms and any operating rules established by CBWL, and to satisfy any law, regulation or authorized government request. Without limiting the foregoing, we retain the right to remove any content that we, in our sole discretion, find to be in violation of the provisions hereof or otherwise objectionable or in breach of CBWL’s licensors’ obligations.
Either CBWL or you may terminate these Terms at any time. Without limiting the foregoing, CBWL may, in its sole discretion and without liability, terminate your password, or use of the Service for any reason, including, without limitation, if CBWL believes that you have violated or acted inconsistently with the letter or spirit of these Terms. Any termination of your access to the Service under any provision of these Terms may be effected without prior notice, and CBWL may immediately deactivate or delete your account and all related information and/or bar any further access to the Service. Sections 2, 4, 5, 6 and 8 through16 shall survive termination of these Terms.
13. Recurring Subscription Option
CBWL’s recurring subscription option allows you to receive uninterrupted delivery of your Products without having to renew your subscriptions. When purchasing a subscription, if you choose to use the recurring subscription option, your automatic renewal of that subscription will be billed at the publication’s market rate at the time the term of your subscription expires. You will be notified by email of the renewal rate for the Publication and the credit or debit card you used for your initial subscription will be automatically charged at the end of the following month’s billing cycle. If your credit or debit card has expired or the account has closed, you will receive a renewal notification by email that will give you an opportunity to update your billing information. If you change your mind and decide you do not want to automatically renew a particular Publication, contact customer support at 01733 293240 with your request. You may cancel your subscription at any time and receive a full refund for any undelivered issues. Note that recurring subscription may not be available for every Publication. Please contact customer support for availability of this option for a particular Publication.
14. Continuous Service
Your subscription will renew automatically until you cancel or it finishes. You may cancel your renewal at any time by contacting customer service and receive a refund on any undelivered issues.
These Terms, the other rules, guidelines, licenses and disclaimers posted on the Site constitute the entire agreement between CBWL and you with respect to your use of the Service and supersede all previous written or oral agreements between us with respect to the subject matter hereof. These Terms shall be governed by the statutes and laws of the England. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default.
16. Notification of Changes
From time to time, CBWL may revise these Terms to keep them up to date with CBWL’s products and services. Please refer to the Site periodically for any changes. Your access or use of the Service subsequent to such an update will signify your assent to be bound by such changes.
17. Our Address and Contact Email Address
Coach and Bus Week Limited
3 The Office Village
Cygnet Business Park
Peterborough PE7 8GX
Information We Collect
CBWL collects information from users, which may include personally identifiable information (“Personal Information”), at different points on the Site and through the Service or the CBWL Reader software as follows:
Information You Give Us
We receive and store information you enter on the Site or give us in any other way.
When you register for the Service, we ask that you provide basic contact information such as your name, address, and email address.
When you order Products through the Service, we collect your purchase and address or billing information, including your credit card number and expiration date. However, we do not store our customer’s financial details.
We may collect additional information at other times, including but not limited to, when you provide feedback, change your content or email preferences, respond to a survey, or communicate with CBWL customer support.
Information Collected Automatically
We receive and store certain types of information whenever you interact with us via the Site or the CBWL Reader software.
Computer and device configuration, identification and location:
We automatically receive and log information from your browser, including your IP address, the name and ID of your computer, mobile device and other devices, your operating system, browser type and version, CPU speed, connection speed, and location information based on your IP address and as derived from GPS or similar features on your mobile device and other devices.
Referral, clickstream, and site interaction data:
We may also record the URL you linked from to get to the Site, your clickstream through and from the Site, and other tracking information.
Email delivery and open rates:
To help us make our emails more useful and interesting, and to ensure that we are delivering the Products you have ordered, we often receive a confirmation when you receive and/or open email from CBWL. In addition, we collect offline readership information.
Software installation, file downloads, and publication access:
When you install the CBWL Reader software or download Products or other files from the Site, we may record when each file transfer begins and ends and any errors that interrupt the transfer. The CBWL Reader software also records whether or not you downloaded and accessed a given Publication.
Information from Other Sources
We may receive information about you from other sources, add it to our account information and treat it in accordance with this Policy.
Customer and order data from our partners:
If you place an order for a Publication directly with the publisher or another CBWL partner for which we provide fulfillment or another Service, your account information and order information is passed to us.
Updated delivery and address information:
We may obtain updated contact information from third parties in order to correct our records and fulfill your orders or deliver communications to you.
Demographic and purchase information:
We may reference other sources of demographic and purchase information in order to provide you with more targeted communications and promotions.
How We Use the Information We Collect
CBWL uses information about you to:
- Deliver the Products and other products you order or that are sent to you
- Verify access to secure content and your account information
- Determine whether you meet the minimum system requirements for use of the Service
- Provide you tailored content and instructions, renewal options and targeted promotions
- Service your customer support requests
- Ask you to participate in surveys about our products and services
- Offer you Service upgrades
- Better understand, on an anonymous and aggregated basis, how the Service is being used, including Web traffic and reading patterns, so that we may continually improve our Service
See below for a description of CBWL’s practices regarding e-mail communications to our users and how to update your preferences with respect to such e-mail communications.
How We Share the Information We Collect
We may share your Personal Information only as follows:
- Publishers and partners: CBWL may provide other merchants for whom CBWL sells or distributes Products or other products, with any Personal Information in connection with or as is necessary to fulfill your requests for their products, programs or services, or to satisfy other core business functions. In such instances, your Personal Information is governed by their respective privacy policies.
- Agents: We may employ other companies and individuals to perform functions on our behalf such as fulfilling orders, sending email, processing credit card payments, and providing customer service. These companies or individuals will be provided access to Personal Information needed to perform their functions, but these companies and individuals have agreed or will agree to not use your Personal Information for other purposes.
- Protection of the Site and others: We release account and other Personal Information when we believe release is appropriate to comply with the law; to enforce or apply our Terms of Service, the CBWL Reader License Agreement, or other agreements; or to protect the rights, property, or safety of the Site, our users, or others.
- Business transfers: CBWL may transfer Personal Information it collects in connection with a merger, acquisition or sale of all or most of the assets of CBWL related to the Site. You acknowledge that such transfers may occur, and that any acquirer of CBWL may continue to use your Personal Information as set forth in this Policy
- Trusted third parties: With your consent, we will make your Personal Information (not including your credit card information) available to trusted third parties who offer products and services we think may be of interest to you so that you can receive information or opportunities related to those products and services. You may update your preference with regard to our sharing your Personal Information for this purpose in the “My Account” area of the Site. These third parties with whom we share your Personal Information may use your Personal Information in accordance with their own privacy policies.
- With your consent: Other than as set out above, you will receive notice prior to our sharing your Personal Information with any third parties, and you will have an opportunity to choose not to share your Personal Information.
CBWL reserves the right to use and disclose anonymous information, including aggregate information derived from your Personal Information, to inform publishers, partners, and other interested parties as to the usage habits or characteristics of CBWL’s user base; and to serve any other business purposes.
Email Communications to our Users
CBWL does send email communications to our users in connection with the provision of the Service. The following outlines the types of email CBWL sends to our users and the choices you have about which messages to receive.
- Messages required to service orders you place for Products and products fulfilled by CBWL: CBWL will send you email notifying you of the availability of each magazine issue or other product that you order either directly from CBWL or from one of our publisher or other merchant partners. We may also send you communications related to your order including, for example, communications encouraging you to pay for, register for the auto-renewal option for or renew your subscription.
- Messages required to service your CBWL account: CBWL may send you the following messages: (a) for newly registered users, a welcoming email;(b) messages confirming each order you place directly on the Site; (c) messages confirming your account changes; (d) messages inviting you to participate in customer surveys; and (e) messages informing you of important product or service updates related to our business.
- Marketing messages about Products you receive: We may send you marketing messages related to the Products you receive including, for example, messages encouraging you to purchase additional single copies or to subscribe to Products.
- Optional marketing messages from CBWL: Registered users may also occasionally receive information or special promotions from CBWL about additional Products, products or services. You may update your preference with regard to receiving such messages in the “My Account” area of the Site.
- Optional marketing messages from trusted third parties: With your consent, CBWL may share your Personal Information (not including your credit card information) with trusted third parties so that you may receive information or opportunities from these third parties about relevant products and services they offer. You may update your preference in the “My Account” area of the Site.
Removing Your Information
If at any time you would like to close your account, send contact 01733 293240. Your Personal Information will be removed from our active user database and will be deleted, provided that (a) you are current with all payment obligations, (b) CBWL does not believe it reasonably necessary to keep such information for any pending legal action, and (c) we are under no obligation to retain such information. Please be aware that any unfulfilled subscriptions may be cancelled without refund and you will have to re-register in order to use the Service. It is your responsibility to request a refund from CBWL or the appropriate merchant.
CBWL uses commercially reasonable security methods to protect your Personal Information. Your Personal Information will be stored in a database located behind multiple firewalls and accessible only to authorized personnel. We do not encrypt normal Web sessions, but any transmission to our servers of credit card or other Personal Information uses Secure Sockets Layer (SSL) software, which encrypts information you input. Password and credit card information is stored in our database in an encrypted, non-human readable form.
CBWL does not knowingly collect, either online or offline, Personal Information from persons under the age of eigthteen.
19. Notification of Changes
From time to time, CBWL may revise this Policy. The update date first written above is used to alert you to recent changes. If changes to this Policy will directly affect how we share your Personal Information, we will notify you by posting a notice on the Site or by sending you an email and giving you an opportunity to opt out of such change. Unless we notify you otherwise, our collection and use of your Personal Information is governed by the version of this Policy in effect at the time such Personal Information is collected.
20. Refund Policy
Your satisfaction is very important to us. You may cancel subscriptions ordered on www.coachandbusweek.net or www.coachandbusweek.net at any time. CBWL will provide a refund for all unserved issues to the credit card used for purchase. Single copy purchases will only be refunded in the case that you are unable to download the issue. Please contact 01733 293240 to request a refund.
BY TICKING THE “I AGREE TO THE TERMS AND CONDITIONS” BOX ON OUR WEBSITE: (A) IF YOU REPRESENT OR ARE FOUND TO REPRESENT A BUSINESS, AN ENTITY, OR THIRD PARTY YOU ACKNOWLEDGE AND AGREE THAT YOU HAVE AUTHORITY TO LEGALLY BIND TO THIS LICENSE AGREEMENT (THIS “AGREEMENT”) SUCH ADDITIONAL PARTY OR PARTIES REPRESENTED BY YOU, AND (B) YOU OR THE ADDITIONAL THIRD PARTY OR PARTIES AND ITS OR THEIR ULTIMATE OWNER OR OWNERS THAT YOU REPRESENT (“LICENSEE”) UNCONDITIONALLY CONSENTS OR CONSENT TO BE BOUND BY AND BECOME A PARTY OR PARTIES TO THIS AGREEMENT. IF THESE TERMS ARE CONSIDERED AN OFFER, ACCEPTANCE IS EXPRESSLY LIMITED TO THESE TERMS. LICENSEE ACKNOWLEDGES AND AGREES THAT — USE OF THE SOFTWARE AND ANY FILES (AS DEFINED BELOW) IS ALSO SUBJECT TO THE LEGAL NOTICES SET OUT ABOVE.
1. GRANT OF LICENSE. Subject to the terms of this Agreement, Coach and Bus Week Limited (“CBWL”) hereby grants Licensee a limited, personal, not-for-commercial-re-use, non-sublicensable, non-transferable, non-exclusive license to access or receive any Products which licensee has ordered and paid for.
2. LICENSE RESTRICTIONS. Except as expressly permitted by this Agreement, Licensee shall not, nor permit anyone else to: (a) copy, modify, create derivative works based upon, or distribute the Products, Software or the Files; (b) reverse engineer, translate, disassemble, decompile or otherwise attempt to discover the source code or structure, sequence and organization of the Software (except to the extent that applicable law prohibits reverse engineering restrictions); (c) rent, lease, transfer, resell or use the Products, Software or the Files for timesharing or service bureau purposes, or otherwise use the Products, Software or the Files for any commercial purpose or on behalf or for the benefit of any third party; or (d) permit other individuals or entities to use the Products, Software or the Files. Licensee shall maintain and not remove or obscure any proprietary notices on the Products, Software and the Files, and shall reproduce such notices exactly on all permitted copies of the Products, Software or the Files. Upon reasonable notice, CBWL has the right to audit records relevant to Licensee’s compliance with this Agreement. As between the parties, all title, ownership rights, intellectual property rights and other rights in and to the Products, Software and the Files, and any derivative works, improvements, modifications, enhancements or extensions thereto, shall remain in and be the sole and exclusive property of CBWL and its suppliers or licensors. Licensee understands that CBWL may modify or discontinue offering the Products, Software or the Files at any time. The Products, Software and the Files are protected by the copyright laws of the United Kingdom and international copyright treaties. This Agreement does not give Licensee any rights not expressly granted herein. Licensee shall not export, import or transfer Products, Software or the Files contrary to United Kingdom regulations or other applicable laws, whether directly or indirectly, and will not cause, approve or otherwise facilitate others such as agents or any third parties in doing so. All rights to use the Software and Files are granted on condition that such rights are forfeited if Licensee fails to comply with the terms of this Agreement.
3. INTELLECTUAL PROPERTY; CONTENT. As a condition to Licensee’s use of the Products, Software and Files, Licensee represents, warrants and covenants that Licensee will not use the Products, Software or Files: (a) to infringe the intellectual property rights, proprietary rights, or rights of publicity or privacy of any third party; (b) to violate any applicable law, statute, ordinance or regulation; (c) to disseminate information or materials in any form or format (“Content”) that is harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libellous or otherwise objectionable; or (d) to disseminate any software viruses or any other computer code, files or programs that may interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment. Licensee, not CBWL, remains solely responsible for all Content that Licensee uploads, posts, emails, transmits or otherwise disseminates using, or in connection with, the Software. Licensee acknowledges that all Content that Licensee accesses is at Licensee’s sole risk and Licensee will be solely responsible for any damage to any party resulting therefrom.
4. SUPPORT AND UPGRADES. This Agreement does not entitle Licensee to any support, upgrades, patches, enhancements or fixes for the Software (collectively, “Support”). Any such Support for the Software that may be made available by CBWL shall become part of the Software and subject to this Agreement.
5. INDEMNIFICATION. Licensee agrees to immediately notify CBWL of and indemnify, defend and hold harmless CBWL and its suppliers from any claim or demand, and associated legal fees, made by any third party due to or arising out of Licensee’s use of the Products, Software or Files, the violation of this Agreement by Licensee, any infringement by Licensee on any intellectual property or other right of any person or entity.
6. WARRANTY DISCLAIMER. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CBWL AND ITS SUPPLIERS (A) PROVIDE THE PRODUCTS, SOFTWARE AND THE FILES ON AN “AS IS” AND “AS AVAILABLE” BASIS AND WITHOUT WARRANTY OF ANY KIND, AND (B) HEREBY DISCLAIM ALL EXPRESS OR IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, PERFORMANCE, ACCURACY, RELIABILITY, TITLE, QUIET ENJOYMENT AND NON-INFRINGEMENT. CBWL AND ITS SUPPLIERS DO NOT AND CANNOT WARRANT THE PERFORMANCE OR RESULTS YOU MAY OBTAIN USING THE SOFTWARE OR THE FILES. THIS DISCLAIMER OF WARRANTY CONSTITUTES AN ESSENTIAL PART OF THIS AGREEMENT. IN NO EVENT DOES CBWL WARRANT THAT THE SOFTWARE OR THE FILES ARE ERROR FREE OR THAT LICENSEE WILL BE ABLE TO OPERATE THE SOFTWARE OR THE FILES WITHOUT PROBLEMS OR INTERRUPTIONS.
7. LIMITATION OF LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES SHALL CBWL OR ITS SUPPLIERS OR RESELLERS BE LIABLE TO LICENSEE OR ANY OTHER PERSON FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND, DAMAGES FOR LOST PROFITS OR LOST SAVINGS, LOSS OF GOODWILL, WORK STOPPAGE, ACCURACY OF RESULTS, LOST OR DAMAGED DATA, OR COMPUTER FAILURE OR MALFUNCTION. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CBWL’S AGGREGATE LIABILITY FOR DAMAGES OF ANY KIND WHATSOEVER ARISING OUT OF THIS AGREEMENT OR OTHERWISE SHALL BE LIMITED TO THE FEES PAID BY LICENSEE TO CBWL FOR THE SOFTWARE OR FILES GIVING RISE TO THE LIABILITY DURING THE 12 MONTH PERIOD PRECEDING THE EVENT OR CIRCUMSTANCES GIVING RISE TO SUCH LIABILITY. THE FOREGOING LIMITATIONS SHALL APPLY EVEN IF CBWL OR ITS SUPPLIERS SHALL HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES.
8. TERM AND TERMINATION. This Agreement shall continue until terminated as provided for herein. Licensee may terminate this Agreement at any time. This Agreement shall automatically terminate if Licensee violates any provision of this Agreement. Any termination of this Agreement shall also terminate the licenses granted hereunder. Upon termination of this Agreement for any reason, Licensee shall destroy and remove from all computers, hard drives, networks and other storage media all copies of the Software and the Files. Sections 2-9 shall survive termination of this Agreement.
9. MISCELLANEOUS. This Agreement represents the complete agreement concerning the Software and Files between the parties and supersedes all prior agreements and representations between them. This Agreement may be amended only by a writing executed by both parties. If any provision of this Agreement is held to be unenforceable for any reason, such provision shall be reformed only to the extent necessary to make it enforceable. The failure of CBWL to act with respect to a breach of this Agreement by Licensee or others does not constitute a waiver and shall not limit CBWL’s rights with respect to such breach or any subsequent breaches. This Agreement is personal to Licensee and may not be assigned or transferred for any reason whatsoever (including, without limitation, by operation of law, merger, reorganization or change of control) without CBWL’s consent and any attempt to do so shall be void. CBWL may assign this Agreement or delegate any of its obligations hereunder. This Agreement shall be governed by and construed under English law without regard to principles of conflicts of laws, and without regard to the United Nations Convention on Contracts for the International Sale of Goods. Licensee irrevocably and unconditionally: (a) consents to submit to the exclusive jurisdiction of the courts and legal system of England (the “English Courts”) for any litigation or controversy arising out of or relating to this Agreement; (b) agrees not to commence any litigation arising out of or relating to this Agreement except in English Courts; and (c) agrees not to plead or claim that such litigation brought therein has been brought in an inconvenient forum.