Website little print (terms + conditions, including our Acceptable Use policy)

 

1      Introduction

1.1       These Website Terms and Conditions (“terms + conditions” or “little print”) apply to:

(a)  the entire contents of the Website;

(b) any use of the Website and all correspondence, related submissions, content or other material exchanged between Ella’s Kitchen and you;

(c)  all Activities, Interactive Services and Promotions offered through or arising out of our Website ; and

(d) becoming a Friend or joining any other database or register with us.

 1.2      Please read these terms + conditions carefully before using the Website. Using the Website indicates that you accept these terms + conditions regardless of whether or not you choose to sign up with us as a Friend or join in any Activity, Interactive Service or Promotion with us. If you do not accept these terms + conditions, do not use the Website.

1.3      Ella’s Kitchen may revise these terms + conditions at any time by updating this page. You should check the Website from time to time to review the then current terms + conditions because they are legally binding on you. Certain provisions contained in these terms + conditions may be superseded by expressly designated legal notices or terms located on particular pages at the Website. Ella’s Kitchen may make changes to the material on the Website, or to the products described in it, at any time without notice.

 

2     Information About Us

2.1      The Website is owned and operated by Ella’s Kitchen (Brands) Limited (“Ella’s Kitchen”, “Ella’s”, “we”, “us”), a company registered in England and Wales with company number 5183743.  Our registered office is at 1 St Andrew’s Hill, London, EC4V 5BY and our main trading address is at Ella’s Barn, 22 Greys Green Farm, Rotherfield Greys, Henley-on-Thames, RG9 4QG.  Our VAT number is GB846798460.

 

3     Accessing our Website

3.1      While Ella’s Kitchen endeavours to ensure that the Website is normally available 24 hours a day, we reserve the right to withdraw, amend or temporarily suspend the Website without notice. Ella’s Kitchen shall not be liable if for any reason the Website is unavailable at any time or for any period. From time to time, we may restrict access to some parts of our Website, or our entire Website.

3.2      If you choose, or you are provided with, a user identification code, password or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any third party. We have the right to disable any user identification code or password, whether chosen by you or allocated by us, at any time, if in our opinion you have failed to comply with any of the provisions of these terms + conditions.

3.3      When using our Website, you must comply with the provisions of our acceptable use policy contained in paragraph 5 below.

3.4      You are responsible for making all arrangements necessary for you to have access to our Website. You are also responsible for ensuring that all persons who access our Website through your internet connection are aware of these terms + conditions, and that they comply with them.

 

4     Intellectual Property Rights

4.1      Unless otherwise stated, the copyright and other intellectual property rights in all text, graphics, photographs, images, documents or other material on the Website (the “Website Material”) are owned by Ella’s Kitchen or its licensors. The Website Material is protected by copyright laws and treaties around the world and all such rights are reserved. Any use of Website Material other than in accordance with paragraph 4.2 below for any purpose is prohibited. If you breach any of these terms + conditions, your permission to use the Website automatically terminates and you must immediately destroy any downloaded or printed extracts Website Material.

4.2      You are permitted to print one copy or download extracts of pages of our Website Material for your own personal reference on the following basis:

(a)  The Website Material is not modified in any way;

(b) No illustrations, photographs, video or audio sequences or other graphics or images are used separately from the corresponding text; and

(c)  Our status (and that of any identified contributors) as the authors of the Website Material must always be acknowledged.

4.3      Subject to paragraph 4.2, no part of the Website Material may be reproduced, republished, modified, archived, distributed, stored in any other website or included in any public or private electronic retrieval system, database or service, or commercially used or exploited without Ella’s Kitchen’s prior written permission.

4.4      Any rights not expressly granted in these terms are hereby reserved by Ella’s Kitchen.

 

5     Acceptable Use Policy

5.1      You may use our Website only for lawful purposes and in accordance with these term + conditions. You may not use our Website in any way (including when posting, submitting or transmitting to or from the Website any Visitor Material, as defined below):

(a)  that breaches any applicable local, national or international law or regulation;

(b) that is threatening, defamatory, obscene, indecent, seditious, offensive, pornographic, abusive, liable to incite racial hatred, discriminatory, menacing, scandalous, inflammatory, blasphemous, violent, in breach of confidence, in breach of privacy or which may cause annoyance or inconvenience;

(c)  for which you have not obtained all necessary licences and/or approvals;

(d) which constitutes, incites or encourages conduct that would be considered a criminal offence or fraudulent, give rise to civil liability or damage to any person or property, or otherwise be contrary to the law of or infringe the rights of any third party, in any country in the world;

(e)  which is or promotes physically dangerous or harmful activity or is technically damaging (including, without limitation, computer viruses, logic bombs, Trojan horses, worms, harmful components, corrupted data or other malicious software or harmful data);

(f)  which is used to impersonate any person, or to misrepresent your identity or affiliation with any person;

(g)  which involves any kind of commercial activity including advertising, collecting or disseminating contact information for marketing purposes or involves any other kind of marketing activity.

5.2      You hereby indemnify Ella’s Kitchen against all liabilities, claims, damages, costs and other expenses (including reasonable legal fees and expenses) that may be incurred by Ella’s Kitchen as a result of any breach of the terms by you of paragraph 5.1.

 

6     Visitor Material

6.1      Other than personally identifiable information, which is covered under our Privacy Policy, any communications, photographs, contributions, content, ideas or other material you submit, transmit or post to the Website (“Visitor Material”) shall be considered non-confidential and non-proprietary.

6.2      Ella’s Kitchen shall have no obligations with respect to such Visitor Material and you hereby grant Ella’s Kitchen a perpetual, irrevocable, royalty-free, non-exclusive sub licensable right and licence to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, make available to the public, and exercise all copyright and publicity rights with respect to your Visitor Material worldwide and/or to incorporate your Visitor Material in other works in any media now known or later developed to the full term of any rights that may exist in your Visitor Material without payment or compensation to you. This includes the right to publish the Visitor Material on the Website.

6.3      Unless you specifically state otherwise when submitting your Visitor Material:

(a)  You hereby waive any moral rights in your Visitor Material for the purposes of its submission to and publication on the Website and the other purposes specified above;

(b) You agree that Ella’s Kitchen may but is not obliged to include your name and other personal details in conjunction with the Visitor Material and its use;

6.4      You warrant and represent in relation to your Visitor Material:

(a)  it is your own original work and that you have the right to make it available to Ella’s Kitchen for all purposes and to grant the rights and licences referred to above;

(b) it does not breach any of the terms of the Acceptable Use Policy above in paragraph 5 including any obligation of confidence; and

(c)  that you have taken all possible care to ensure that your Visitor Material will not attract any complaint under paragraphs 6.4(a) and (b) above.

6.5      You remain responsible and liable for the Visitor Material you submit and you hereby indemnify Ella’s Kitchen against all liabilities, claims, damages, costs and other expenses (including reasonable legal fees and expenses) that may be incurred by Ella’s Kitchen as a result of any breach of the terms in this paragraph 6 relating to your Visitor Material.

6.6      If you do not wish to grant these rights in paragraph 6 please do not submit your Visitor Material.

6.7      Ella’s Kitchen may choose to publish or otherwise use or not any Visitor Material you submit and Ella’s Kitchen will exercise its rights in relation to such Visitor Material in its absolute discretion. Ella’s Kitchen reserves the right to remove from the Website at any time and without giving reasons or notice any Visitor Material you have submitted.

6.8      If you are under 16, you must get a parent or guardian’s permission before submitting any Visitor Material.

6.9      Ella’s Kitchen shall fully co-operate with any law enforcement authorities or court order requesting or directing Ella’s Kitchen to disclose the identity or locate anyone posting any material in breach of paragraph 5.

 

7     Activities, Interactive Services and Promotions

7.1      General Terms

7.1.1      We may from time to time provide Activities, Interactive Services and Promotions which shall be subject to these terms + conditions and any Ella’s Rules.

 

Activities

7.1.2     The participation in or use of any Activities should be supervised by a parent or guardian and any safety instructions or guidance issued by Ella’s Kitchen should be followed.  Ella’s Kitchen does not accept liability for:

7.1.2.1  the use or misuse of any such Activities; or

7.1.2.2 failure or delay to provide such Activities on the Website.

 

Interactive Services

7.1.3     Where we do provide any Interactive Service, we will provide clear information to you about the kind of service offered, if it is moderated and what form of moderation is used (including whether it is human or technical).

7.1.4     We will do our best to assess any possible risks for users (and in particular, for children) from third parties when they use any Interactive Service provided on our Website, and we will decide in each case whether it is appropriate to use moderation of the relevant service (including what kind of moderation to use) in the light of those risks. However, we are under no obligation to oversee, monitor or moderate any Interactive Service we provide on our Website, and we expressly exclude our liability for any loss or damage arising from the use of any Interactive Service by a user in contravention of our content standards, whether the service is moderated or not.

7.1.5     The use of any of our Interactive Services by a minor is subject to the consent of their parent or guardian. We advise parents who permit their children to use an Interactive Service that it is important that they communicate with their children about their safety online, as any moderation is not foolproof. Minors who are using any Interactive Service should be made aware of the potential risks to them.

7.1.6     Where we do moderate an interactive service, we will normally provide you with a means of contacting the moderator, should a concern or difficulty arise.

 

Promotions

7.1.7     Promotions (and any prizes) are subject to availability.  Further Ella’s Rules may apply in relation to Promotions which are in addition to these terms + conditions.

7.1.8     There will be no cash alternatives in whole or in part to any prizes or promotional items offered on or through the Website.

7.1.9     Ella’s Kitchen accepts no responsibility for any entries which are lost, delayed, corrupted, damaged, misdirected or incomplete or cannot be delivered for any technical, delivery or other reasons.

7.1.10   Ella’s Kitchen’s decision in respect of winners is final and binding, and no correspondence will be entered into in respect of any such decision.

7.1.11    Competition winners may be asked to participate in related publicity.  By entering into any Promotion, you hereby grant Ella’s Kitchen the right to use your name, likeness and/or biographical information in any publicity or statement made in connection with any promotion.

7.1.12   By entering into any Promotion, entrants agree to be bound by, and are deemed to have read, understood and accepted, these terms + conditions.

7.1.13   Ella’s Kitchen reserves the right to void, cancel or suspend any Promotion at any time without notice.

7.1.14   The promoter for any Promotion, unless otherwise stated, is Ella’s Kitchen (“Promoter”).

 

7.2         Free Interactive Weaning Guide and pennies off

7.2.1     This offer is open to all UK residents aged 18 or over, except employees and their families of Ella’s Kitchen, its agents or anyone professionally connected with the Promotion.

7.2.2     Register to become a Friend on the website and tick the boxes to opt in and access your free Ella’s Interactive Weaning Guide and a money off coupon for Ella’s Kitchen products.

7.2.3     New Friends who have correctly filled out the ‘Become a Friend’ form, including their full address can log in to access their free Interactive Weaning Guide and will also be sent a coupon. Ella’s Kitchen accepts no responsibility for incomplete forms.

7.2.4     The total value of coupons in the leaflet is £1.00 but Ella’s Kitchen reserves the right to amend this sum at any time.

7.2.5     Only one Interactive Weaning Guide and coupon will be allocated per person.

7.2.6     No purchase of any Ella’s Kitchen products is necessary to enter the Promotion.

7.2.7     Please allow 28 days from registration for delivery of your coupon. The Promoter accepts no responsibility for any items that are delayed, lost or damaged during postage.

7.2.8  This offer is non-refundable and cannot be transferred.  No cash alternative is available.

 

7.3      Tasty Tunes Promotion

7.3.1     This promotion is open to UK, Isle of Man, Channel Island and ROI residents aged 18 or over, excluding employees (and their families) of Ella’s Kitchen, our agents and anyone else professionally connected with this promotion.

7.3.2     No purchase of any Ella’s Kitchen products is necessary to enter the Promotion.

7.3.3     You can claim your 5 free ‘Tasty Tunes’ downloads by visiting the Tasty Tunes page of this website.

7.3.4     Tasty Tunes are the property of Ella’s Kitchen or its licensors. You may not copy, reproduce, broadcast, transmit, publish, modify or otherwise commercially exploit the tracks without Ella’s Kitchen’s written permission.

7.3.5     Ella’s Kitchen advises parents to be mindful of protecting their babies’ sensitive ears from hearing damage by not using headphones or earphones directly on their babies’ ears.

7.3.6     The ‘Tasty Tunes’ downloads are subject to availability.  No responsibility can be taken for any inability or failure to download the ‘Tasty Tunes’ for any technical or other reasons.

 

7.4      Nurseries

Terms to follow.

7.5      Wakey Wakey Promotion

7.5.1  This offer is open to all UK residents aged 18 or over except employees, and their immediate families, of Ella’s Kitchen, its agents and anyone professionally connected with the promotion.

7.5.2   No purchase necessary. Register at the Ella’s Kitchen ‘wakey wakey become a Friend’(www.ellaskitchen .co.uk/becomeafriend/wakeywakey) section of the website between 20th August and 16th September 2012 to receive a 75p wakey wakey coupon, redeemable as part payment towards the purchase of 1 x Ella’s Kitchen wakey wakey product at Tesco, Sainsbury’s or ASDA, until 31st December 2012.

7.5.3   Coupon offer is subject to availability. There are 10,000 wakey wakey coupons to be given away during the promotional period. In the event that these are all claimed before the end of the promotional period (16th September 2012), the Promoter reserves the right to terminate the promotion without notice. One coupon per household. See coupon for further Terms and Conditions of usage.

7.5.4   New Friends who correctly filled out the ‘wakey wakey become a Friend’ form, including their full address and postcode, will also have the opportunity to request a FREE copy of the interactive weaning guide and an Ella’s Kitchen coupon leaflet (with a total value of £1.00 off any Ella’s Kitchen products). Ella’s Kitchen accepts no responsibility for incomplete forms.

7.5.5   Please allow 28 days from registration for delivery of any promotional products. The Promoter accepts no responsibility for any items that are delayed, lost or damaged in the post. If any promotional products or prizes are returned to sender, they will be considered unwanted and the product/prize will be lost.

7.5.6   This offer is non-refundable and cannot be transferred. No cash alternative is available. Coupons cannot be used in conjunction with any other promotional offer. If coupons are used against the purchase of a product with a lower price than the money-off value of the coupon, no change will be given.

7.5.7   The Promoter reserves the right to amend, cancel, modify or offer an alternative ‘Become a Friend’ sign-up reward if, in its sole discretion, the prize or offer is not capable of being issued due to circumstances beyond its control.

 

8     Viruses, hacking and other offences

8.1      You must not misuse the 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 the Website, the server on which the Website is stored or any server, computer or database connected to the Website. You must not attack the Website via a denial-of-service attack or a distributed denial-of service attack.

8.2      By breaching paragraph 8.1, you would commit a criminal offence under the Computer Misuse Act 1990. Ella’s Kitchen will report any such breach to the relevant law enforcement authorities and we will co-operate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use our Website will cease immediately.

8.3      Ella’s Kitchen will not be liable for any loss or damage caused by a 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 the Website or to your downloading of any material posted on it, or on any website linked to it.

 

9     Links to and from other websites

9.1      Our Website contains links to websites owned and operated by third parties. If you use these links, you leave our Website. These links are provided for your information and convenience only and are not an endorsement by Ella’s Kitchen of the content of such linked websites or third parties. Ella’s Kitchen has no control over the contents of any linked website and is not responsible for these websites or their content or availability.

9.2      Ella’s Kitchen therefore makes no warranties or representations, express or implied about such linked websites, the third parties they are owned and operated by, the information contained on them or the suitability or quality of any of their products or services.

9.3      Subject to paragraph 9.4 below, if you decide to access any third party websites and make use of the information contained on them, and/or enter into any contract for the supply of goods or services from such third party, and/or make any donations to such third party (including Kasisi Children’s Home), you do so entirely at your own risk. Ella’s Kitchen accepts no liability for any damage or loss, however caused, in connection with the use of or reliance on any information, material, products or services contained on or accessed through any such linked website.

9.4      The disclaimer in this paragraph 9 also applies to links to retailers or other sellers of Ella’s Kitchen products and if you wish to purchase our products from such retailers, we are of course delighted, but Ella’s Kitchen is not a party to any such contract for the purchase between you and any seller. This does not affect your statutory or other legal rights that exist between you and us as the manufacturer of our products.

9.5      If you would like to link to our Website, subject to paragraph 9.6, you may only do so on the basis that you link to, but do not replicate, the home page of our Website, and subject to the following conditions:

(a)          you do so in a way that is fair and legal and does not damage Ella’s Kitchen’s reputation or take advantage of it;

(b)         you do not remove, distort or otherwise alter the size or appearance of the Ella’s Kitchen  logo or branding;

(c)          you do not create a frame or any other browser or border environment around our Website;

(d)         you do not in any way imply that Ella’s Kitchen is endorsing any products or services other than its own;

(e)          you do not misrepresent your relationship with Ella’s Kitchen nor present any other false information about Ella’s Kitchen;

(f)          you do not otherwise use any Ella’s Kitchen trade marks displayed on the Website without express written permission from Ella’s Kitchen;

(g)          you do not link from a website that is not owned by you; and

(h)         your website does not contain content that is distasteful, offensive or controversial, infringes any intellectual property rights or other rights of any other person or otherwise does not comply with all applicable laws and regulations.

9.6      Ella’s Kitchen expressly reserves the right to revoke the right granted in paragraph 9.5 without notice.

9.7      You shall fully indemnify Ella’s Kitchen for any loss or damage suffered by Ella’s Kitchen or any Ella’s Kitchen Group company for breach of paragraph 9.5.

 

10   Disclaimer including Food Data

10.1    While Ella’s Kitchen endeavours to ensure that the information on the Website is correct (excluding Visitor Material), Ella’s Kitchen does not warrant the accuracy and completeness of the information (including Visitor Material) on the Website. The information on the Website may be out of date, and Ella’s Kitchen makes no commitment to update such information.

10.2   Further, without limiting the foregoing, Ella’s Kitchen does not represent, warrant or guarantee the truthfulness, quality or reliability of any Visitor Material nor endorses any opinions, advice or recommendations contained in any Visitor Material.

10.3   From time to time the Website may contain information (“Source Facts”) together with views provided by experts (“Expert’s Views”) about food and nutrition (together “Food Data”).  Although we endeavour to ensure that Food Data are obtained from reliable and bona fide sources, such Food Data are obtained from third parties and we have not verified them. We cannot guarantee the accuracy or completeness of any Food Data and make no warranty or representation, express or implied, about them. Food Data are intended as a general guide only and are not be relied upon as health or other professional advice.

 

11    Our Liability

11.1     To the extent permitted by law, we, other members of the Ella’s Kitchen Group, and the officers, directors, employees, shareholders or agents of any of them and third parties connected to us hereby expressly exclude:

(a)          All conditions, warranties, representations and other terms which might otherwise be implied in these terms of use by statute, common law or the law of equity;

(b)         Any liability for any direct, indirect or consequential loss or damage incurred by any user in connection with our Website or in connection with the use, inability to use, or results of the use of our Website, any websites linked to it and any materials posted on it, including without limitation any liability for:

(1)       loss of income or revenue;

(2)       loss of business;

(3)       loss of profits or contracts;

(4)       loss of anticipated savings;

(5)       loss of data;

(6)       loss of goodwill;

(7)       wasted management or office time; and

(8)       any other loss or damage of any kind, howsoever arising and whether caused by tort (including  negligence), breach of contract or otherwise, even if foreseeable, provided that this condition shall not prevent claims for loss of or damage to your tangible property or any other claims for direct financial loss that are not excluded by any of the categories set out above.

11.2    Without limiting the foregoing paragraph 11.1:

(a)          the Website Material (including Visitor Material and Food Data) is provided without any guarantees, conditions, warranties or other terms of any kind as to its accuracy. Accordingly, to the maximum extent permitted by law, Ella’s Kitchen provides you with the Website on the basis that Ella’s Kitchen excludes all representations, warranties, conditions and other terms (including, without limitation, the conditions implied by law of satisfactory quality, fitness for purpose and the use of reasonable care and skill) which, but for these terms of use, might have effect in relation to the Website;

(b)         in relation to Visitor Material on the Website, the following additional terms apply:

(1)  Ella’s Kitchen does not recommend or endorse any Visitor Material;

(2) Users of the Website accept that Ella’s Kitchen may not and is not obliged to pre-screen any Visitor Material submitted by users;

(3) You acknowledge that any reliance on Visitor Material submitted by other users will be at your own risk; and

(4) Ella’s Kitchen disclaims all liability and responsibility arising from any reliance placed on Visitor Material.

11.3    Nothing in these terms of use shall exclude or limit Ella’s Kitchen’s liability for:

(a)          death or personal injury caused by negligence (as such term is defined by the Unfair Contract Terms Act 1977); or

(b)         fraud; or

(c)          misrepresentation as to a fundamental matter; or

(d)         any liability which cannot be excluded or limited under applicable law.

11.4    If your use of material on the Website results in the need for servicing, repair or correction of equipment, software or data, you assume all costs thereof.

 

12   Force Majeure

Ella’s Kitchen shall not be in breach of these terms + conditions nor liable for delay or failure to perform our obligations under these terms + conditions, if such delay or failure results from events, circumstances or causes beyond our reasonable control including without limitation the acts or omissions of any third party (including any communications operators or fulfilment house), any act of God, fire, storm, flood, lightening, adverse weather conditions, disease, strike, trade dispute, act of terrorism or any act or omission of government or regulatory bodies.

 

13   Trade Marks

All our trade marks (registered and unregistered) are owned by Ella’s Kitchen (IP) Limited, an Ella’s Kitchen Group company, including “Ella’s Kitchen”, “Ella’s”, “Ella’s Explorers”, “Ella’s Kitchen Baby Brekkie”, “Ella’s Organic”, “The Red One” and the strawberry logo.

 

14   Other terms

14.1    The following terms shall have the following meanings:

(a)          “Activities” means all fact sheets, games and other material available for you to download or access from the Website offered through or arising out of our Website (including any Ella’s Kitchen Policies relating to such use, unless expressly stated otherwise in the Ella’s Kitchen Rules);

(b)         “Becoming a Friend” means becoming a friend of Ella’s Kitchen by signing up to our mailing list;

(c)          “Ella’s Kitchen Group” means all of our subsidiaries and our ultimate holding company and its subsidiaries (as defined in section 1159 of the Companies Act 2006), which are currently Ella’s Kitchen (IP) Limited, Ella’s Kitchen (International) Limited and Ella’s Kitchen Group Limited;

(d)         “Ella’s Kitchen Rules” mean any rules or terms issued by Ella’s Kitchen when you sign up  to Activities , Interactive Services or Promotions offered through or arising out of our Website;

(e)          “Freebies” means free gifts, Ella’s Kitchen products or money off coupons which are subject to availability and terms + conditions;

(f)          “Interactive Services” means interactive services available on our Website including without limitation games, chat rooms or bulletin boards;

(g)          “Promotions” means all competitions, offers, prize draws or other promotions;

(h)         “Website” the website at the domain name www.ellaskitchen.co.uk;

(i)           “You” means any user of the Website.

14.2   To the extent that these terms of use conflict with any Ella’s Policies, then the terms of the Ella’s Policies shall apply in preference.

14.3   Any company within the Ella’s Kitchen Group is permitted to enforce these terms of use under the Contracts (Rights of Third Parties) Act 1999.

14.4   For the avoidance of doubt these terms of use do not apply to our U.S. website, ellaskitchen.com, or sub-sites of ellaskitchen.com.

 

15   Governing law and jurisdiction

15.1    These terms of use and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with English law and shall be subject to the exclusive jurisdiction of the English courts although we retain the right to being proceedings against you for breach of these terms of use in your country of residence or any other relevant country.

 

Ella’s Kitchen is the trading name of Ella’s Kitchen (Brands) Limited.

Our main trading address is at Ella’s Barn, 22 Greys Green Farm, Rotherfield Greys, Henley-on-Thames, RG9 4QG.

Ella’s Kitchen (Brands) Limited is a company registered in England and Wales with company number 5183743 and having our registered office is at 1 St Andrew’s Hill, London, EC4V 5BY.  Our VAT number is GB846798460.

 

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