Terms of Service

Welcome to Real Recommendations. A service designed to help you capture, distribute and track real customer recommendations. We will deliver the Service to you provided you agree to the following terms and conditions. You may not use the Service if you do not agree.

Definitions

The following words and expressions shall have the meanings described below:


Account An account created on the Service by Publisher upon completing Publisher registration process at rere.live.
AgreementThis agreement between Real Recommendations and the Publisher on the terms set out in in these Terms of Service.
Commencement Date The date on which Publisher first accepts these Terms;
Confidential Information Any and all information relating to the trade secrets, operations, processes, plans, intentions, reports, specifications, prices, know-how, designs, Publisher lists, market opportunities, transactions, affairs or business of the parties or to their Publishers, suppliers, clients in or on any medium or format and all information clearly identified as confidential at the time of disclosure;
Cookies Any cookie, pixel tag and/or web beacon deployed when a User visits a Publisher Site.
CPC CPC means cost per click. It is the price to be paid by the Publisher for each unique click through from a Recommendation
Dataset Non-personal data generated by Users as a result of the Publisher’s use of the Service, specifically the Real Recommendations Tools, and downloaded to the Publisher’s Account immediately after creation;
Free Trial Period A period of 30 days starting on the Commencement Date during which no fees shall be payable by Publisher;
Intellectual Property Rights Copyright, database rights, patents, registered and unregistered design rights, registered and unregistered trade marks, internet domain names and all other industrial, commercial or intellectual property rights existing in any jurisdiction in the world and all the rights to apply for the same;
Personal Information Means information defined as personal information by the relevant laws of the legal jurisdiction in which Publisher or Dataset data is collected;
Plugin Code The software code made available for Publisher to download from rere.live that Publisher installs onto a Publisher Site to enable the Service to be provided.
Publisher or you The party, other than Real Recommendations, agreeing to these Terms;
Publisher Content Any content on a Publisher Site;
Publisher Site Any website, including any associated mobile app, owned by the Publisher on which the Publisher enables the Service
Recommendation When a User interacts with Real Recommendations Tools to send Publisher Content via any third party application accessible via Real Recommendations.
Real Recommendations, we, us or our Real Recommendations ltd, registered number 10657522.
Real Recommendations Platform The Real Recommendations proprietary peer-to-peer recommendation platform which enables Users to make peer-to-peer recommendations of Publisher Content on the web or mobile application via the Service.
Real Recommendations Technology The software, code, proprietary methods and systems used to provide the Service and includes the Real Recommendations Platform, Real Recommendations Tools, rere.live and Plugin Code.
TermA period of 24 months from the end of the Free Trial Period.
Real Recommendations Tools The buttons, widgets and other tools used by a User to recommend Publisher Content via the Service.
Service The services provided to Publisher and User by Real Recommendations under these Terms and as described in more detail in the Service Documentation;
Service Documentation Any document made available to Publisher or User by Real Recommendations, including online via rere.live or any other URL notified by Real Recommendations to Publisher from time to time, which sets out a description of and instructions for the use of the Service;
Terms This document headed “Terms of Service”;
User Any third party whose activity results in Dataset;

About these Terms

These Terms serve as a contract between Real Recommendations and you, describe the rights and obligations of the parties and govern your access to and use of the Service. You agree to transact with Real Recommendations electronically and to receive all terms and notices from us by electronic means. You agree that these Terms may not be denied enforceability for reason of them being in electronic form. Real Recommendations shall be Publisher’s exclusive provider of the services described in this Agreement and Service Documentation.

Using the Service

Real Recommendations grants you a non-exclusive, non-assignable, non-transferable, worldwide license to use the Service. This license is only granted to you and may not be sublicensed or transferred to any other party. You agree not to misuse the Service in any way and will not do any of the following while accessing or using the Service:

  • access, tamper with or use non-public areas of the Service;
  • access or search or attempt to access or search the Service by any means, automated or otherwise, not made available by Real Recommendations or specifically authorised by Real Recommendations in writing;
  • scrape the Service;
  • probe, scan or test the vulnerability of the Service; or
  • access, store or send any viruses, spam or any material that is unlawful, harmful, threatening, harassing or obscene.


  • You agree not to:

  • access any part of the Service in order to build a product or service that competes with the Service;
  • reverse engineer or otherwise attempt to discover the source code, object code or any trade secret related to the Service or any underlying technology;
  • make the Service available to any third party; or
  • use the Service to compete or attempt to compete with Real Recommendations.


  • You agree to take all reasonable steps to prevent unauthorised access to or use of the Service. In the event that you become aware of any unauthorised access or use you shall forthwith notify Real Recommendations thereof and if requested take such steps as shall be necessary to prevent such further unauthorised access or use.



    You are responsible for Publisher Content and confirm that you have all rights and authority to grant to Real Recommendations all relevant licenses and rights contained in these Terms in respect of any Publisher Content you make available for recommendation via the Service.



    You agree that no Publisher Content will be made available for recommendation via the Service that:

  • violates or infringes the rights of others;
  • is unlawful, threatening, abusive, harassing, defamatory, libellous, deceptive, fraudulent, obscene, pornographic, violent, inflammatory, hateful, indecent, invasive of another’s privacy, tortious, or contains explicit or graphic descriptions, or accounts of sexual acts;
  • victimizes, harasses, degrades, discriminates, or intimidates an individual or group of individuals on the basis of religion, gender, sexual orientation, race, ethnicity, age, or disability;
  • impersonates any person, business or entity;
  • contains viruses, Trojan horses, works, time bombs or any other computer code, files or programs that interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment, or otherwise permit the unauthorized use of a computer or computer network;
  • promotes any illegal activity, or advocates, promotes or assists any unlawful act or encouraging conduct that would constitute a criminal offense, or that gives rise to civil liability;
  • offers, promotes or encourages betting or wagering prohibited by law;
  • violates these Terms; or
  • interferes with the use of the Service by others.


  • You may modify the Plugin Code only as described in the Service Documentation or as otherwise authorised in writing by Real Recommendations. The Service and Real Recommendations Tools are available only to individuals who are legally capable of entering into contracts, persons thirteen (13) years of age or older and corporations and other legal entities authorized to form legally binding contracts under applicable law. If you are not eligible, you may not access or use the Service or Real Recommendations Tools.

    Real Recommendations’ Obligations

    Real Recommendations does not warrant or guarantee that the Service will be error free or uninterrupted nor that it will be suitable for your purposes or that any defects will be corrected and is not responsible for any loss, damage, delays or delivery failures regarding the transfer of data via the internet or other communications networks. Real Recommendations will use commercially reasonable efforts to deliver the Service 24 hours a day, seven days a week except for any periods of scheduled or emergency maintenance and any unavailability due to circumstances beyond our reasonable control. Real Recommendations reserves the right to modify or discontinue the service with or without notice to you and will not be liable to you or any third party should Real Recommendations choose to exercise this right. Your continued use of the Service following any such changes represents your acceptance of those changes.

    The Publisher’s Obligations

    You shall:

  • provide Real Recommendations with all necessary cooperation and access to such information as may be required by Real Recommendations in relation to these Terms;
  • comply with all applicable local, state, national and foreign laws, treaties and regulation in connection with its use of the Service and you acknowledge that Real Recommendations will have no responsibility for your compliance with privacy laws; and
  • carry out all your obligations and responsibilities set out in these Terms in a timely and efficient manner.


  • When you sign up to the Service you create an Account on the Service and create a password for login purposes for that Account. This password may only be used by and for you. You are responsible for all use of the Service occurring under your Account.



    You agree that you will not provide any false or misleading information when creating your Account and that you will keep your Account information up to date.



    You will abide by all applicable local, state, national and foreign laws, treaties and regulation in connection with your use of the Service.



    You will not use your account on the Service in a misleading or unlawful manner.

    Fees

    In order to continue to use the Service beyond the Free Trial Period, Publisher must pay the relevant fees as described on our website, rere.live, when you signed up to use the Service. CPC fees shall be billed at the end of each month of Service usage. All are non-cancellable and non-refundable and are exclusive of any applicable VAT or any other tax payable by you and which shall be added, if applicable, to the fees invoice at the appropriate rate. You shall not withhold any payment due under these Terms on the basis that you have a claim, counter-claim or right of offset against Real Recommendations. You may send any billing queries to Real Recommendations via email at billing@rere.live.

    Duration

    This Agreement shall come into force on the Commencement Date and shall continue in full force and effect, subject to termination in accordance with the provisions of this Agreement. Unless the parties agree otherwise in writing, upon the expiration of the Term this Agreement shall automatically renew for an additional period of 12 months, and every 12 months thereafter, upon the same terms and conditions contained herein.

    Termination

    Upon expiry of the Term either party may terminate the Agreement by providing six months notice in writing. You may terminate this Agreement via your Account. You acknowledge that Real Recommendations, in its sole discretion, may terminate your use of the Service without prior notice for any reason at any time and agree that Real Recommendations shall not be liable to you or any third party for such termination.
    If Publisher fails to pay any sum owed to Real Recommendations under this Agreement by the due date for payment and such sum remains in default not less than 30 calendar days after being notified in writing to make such payment then Real Recommendations may terminate this Agreement immediately, without liability to Publisher.
    This Agreement may be terminated at any time by either party on written notice if the other:

  • commits a material breach of the Agreement which they are incapable of remedying or fail to remedy within 30 days of receiving written notice requiring them to remedy; or
  • becomes insolvent or is unable to pay its debts (within the meaning of section 123 of the Insolvency Act 1986), or is subject to an order or a resolution for its liquidation, administration, winding-up or dissolution (otherwise than for the purposes of a solvent amalgamation or reconstruction), or has an administrative or other receiver, manager, trustee, liquidator, administrator or similar officer appointed over all or any substantial part of its assets, or enters into or proposes any composition or arrangement with its creditors generally, or is subject to any analogous event or proceeding in any applicable jurisdiction.
  • Termination by either party in accordance with the rights contained in this clause shall be without prejudice to any other rights or remedies of that party accrued prior to termination.

    On termination of this Agreement for any reason:

  • all rights granted to you under this Agreement shall immediately terminate and you shall immediately discontinue access to and use of the Service; and
  • Publisher shall immediately pay to us any Fees owed to us under this Agreement.
  • each party shall immediately discontinue use of the other party’s Confidential Information and destroy any copies of the other party’s Confidential Information.
  • Data

    In consideration of your access to and use of the Service you agree that Real Recommendations may collect Dataset and will own all Dataset. You shall have access to Dataset via your Account. You agree that Real Recommendations may deploy Cookies. You grant Real Recommendations a non-exclusive, perpetual, worldwide and irrevocable right and license to collect, use, create derivative works from and disclose Dataset in accordance with our Privacy Policy.



    Plugin Code allows you to tag Publisher Content, thereby enabling User recommendations of Publisher Content to be tracked by Real Recommendations. Real Recommendations Technology is designed to optimise Publisher ability to capture, distribute and track real customer recommendations and to deliver insight into the highly valuable inbound traffic that such peer-to-peer recommendations drive to Publisher Site.

    Privacy

    You agree to Real Recommendations’ Privacy Policy. You must maintain your own readily accessible privacy policy for any Publisher Site which:

  • discloses the type of information collected and shared by Publisher
  • discloses that Publisher collects and shares user information with third parties
  • makes clear that Publisher complies with all applicable laws and regulations
  • informs users that Publisher allows third parties such as Real Recommendations to monitor Publisher Site, for purposes of reporting click-throughs for example, and such third parties may use Cookies
  • obtains any necessary rights and permissions for Real Recommendations to use Dataset
  • Disclaimers

    The Service is provided on an ‘as is’ and ‘as available’ basis without any warranty of any kind. To the maximum extent permitted by law, Real Recommendations, its officers, directors, agents and employees expressly disclaim all representations and warranties, whether express or implied, oral or written, including any warranties of merchantability, fitness for a particular purpose, non-infringement, accuracy, title, quiet enjoyment, un-interruption, and/or systems integration. rere, its officers, directors, agents and employees make no warranty about the accuracy, reliability, completeness, quality or timeliness of the Service or that problems with the foregoing will be corrected or that the Service is free of viruses and other harmful components or that they will be uninterrupted or error free.

    Indemnity

    Except with respect to claims arising from negligence or wilful acts by either party, which shall remain that party’s personal obligation, each party agrees to defend, indemnify and hold harmless the other party and its directors, officers, and employees with respect to a claim arising from the party’s actual or alleged act, failure to act, error, or omission in the performance of their obligations under these Terms or any governing law or regulation.

    Liability

    Nothing in these Terms excludes or limits the liability of either party for matters that cannot be excluded or limited under applicable law.



    In no event shall Real Recommendations shall be liable for any loss of profits, contracts, business, commercial opportunity, revenue, data, goodwill or similar losses or for any special, indirect or consequential loss, costs, damages, charges or expenses howsoever arising including whether in contract and tort, including negligence or breach of statutory duty.



    Real Recommendations’ total aggregate liability in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise, arising in connection with the performance or contemplated performance of these Terms shall be limited to the amount paid by the Publisher to Real Recommendations under these Terms in the 12 months prior to the date on which the claim arose.

    Real Recommendations is not responsible and assumes no liability for Publisher conduct or Publisher Content on the Service.

    Confidentiality

    Each party shall, in respect of the Confidential Information of which it is the recipient:

  • keep the Confidential Information strictly confidential and not disclose any part of such Confidential Information to any person except as permitted by or as required for the performance of the recipient’s obligations under these Terms;
  • take all reasonable steps to prevent unauthorised access to the Confidential Information; and
  • not use the Confidential Information other than for the purposes set out in these Terms.


  • Each party may disclose Confidential Information received from the other to its responsible employees, consultants, sub-contractors or suppliers who need to receive the information in the course of performance of these Terms and who have entered into an agreement containing appropriate confidentiality provisions.



    The restrictions in this confidentiality clause do not apply to any information to the extent that it:

  • is or comes within the public domain other than through a breach of this confidentiality clause;
  • is in the recipient party’s possession (with full right to disclose) before receiving it from the other party;
  • is lawfully received from a third party (with full right to disclose);
  • is independently developed by the recipient without access to or use of the Confidential Information;
  • is requested to be disclosed on a confidential basis to a party's attorneys, advisors or potential acquirers or sources of financing in connection with a due diligence request; or
  • is required to be disclosed by law.


  • Upon termination or expiration of these Terms each party shall return or destroy all Confidential Information obtained from the other party and all copies thereof.



    This confidentiality clause shall survive termination of these Terms, however arising.

    Intellectual Property Rights

    Title to and all of the Intellectual Property Rights in the Service, Service Documentation and Real Recommendations Technology shall at all times remain vested in Real Recommendations or Real Recommendations’ third party licensors and you shall acquire no proprietary rights whatsoever therein.



    You agree that Real Recommendations may use Publisher name and logo on Real Recommendations’ websites and as a part of a general list of Real Recommendations’ Publishers for use in promotional and marketing material, subject to any Publisher trademark usage guidelines and so long as any use of such name, logo and accompanying description of Publisher’s use of the Service is first provided to and approved by Publisher, such approval not to be unreasonably withheld or delayed.



    Your comments, suggestions, ideas and feedback are always welcome. If Real Recommendations receives any such information from you, you agree that Real Recommendations may use the information without compensation or limitations of any kind.

    Severability

    If any part of this Agreement is declared unenforceable or invalid the remainder shall not be prejudiced and will continue to be valid and enforceable.

    Waiver

    The failure or neglect by either party to enforce any of rights under these Terms will not be deemed to be a waiver of that party's rights under these Terms.

    Amendments

    Real Recommendations may amend these Terms at any time. Real Recommendations will give you notice if any significant changes are to be made to these Terms. You agree that your continued use of the Service for more than 30 days after any such changes entails your acceptance to those changes.

    No Partnership, Joint Venture or Agency

    Nothing in these Terms is intended to or shall act so as to create a partnership or joint venture between the parties. Nothing in these Terms is intended to or shall act so as to authorise either party to act as agent for the other.

    Third Party Rights

    Nothing in these Terms confers or is intended to confer any rights on any third party, other than the successors and permitted assigns of the parties to these Terms, pursuant to the Contracts (Rights of Third Parties) Act 1999.

    Assignment

    You are not entitled to assign or transfer these Terms or any of its rights or obligations under these Terms without the prior written consent of Real Recommendations. Real Recommendations shall have the right to assign these Terms to an affiliate or any successor to its business or assets to which these Terms relates, whether by merger, sale of assets, sale of stock, reorganization or otherwise.

    Force Majeure

    Neither party shall be considered in breach of these Terms to the extent that performance of their respective obligations, excluding payment obligations, is prevented by an event or cause beyond their control, including but not limited to: Equipment failure, act of God, fire, flood, war, hostilities (whether war be declared or not), terrorism, riot or civil commotion. The party prevented from carrying out its obligations hereunder shall give notice to the other of any such event upon it being foreseen by, or becoming known to, that party.

    Notices

    All notices required to be given under these Terms shall be in writing and shall be given by either: (i) personal delivery; (ii) ‘signed for’ first class mail or courier service; or (iii) email. A notice given in accordance with these Terms will be effective upon receipt by the party to which it is given or, if mailed, upon the earlier of receipt and the fifth business day following mailing. You can send notices to Real Recommendations via email at support@rere.live.

    Entire Terms of Service

    These Terms constitute the entire Agreement and understanding between you and Real Recommendations in relation to its subject matter and it supersedes all prior agreements, arrangements and understandings between the parties relating to that subject matter.

    Governing Law and Jurisdiction

    These Terms, and any disputes directly or indirectly arising from or related to these Terms, shall be governed by and construed in accordance with the laws of England and Wales.



    Date: September 2017