Terms and Conditions

Terms for online sales, subscriptions, and services

All Subscribers, Registered Users, Invitees, and Delegates, together with purchasers of Our products, data, and/or services ("You" or “Your”) that access and use this website and associated services are subject to these Online Terms for online sales, subscriptions and services together with the Terms of Use for Web Sites and Services, which are herewith expressly incorporated herein, (“Online Terms”).  In these Online Terms references to ”We”, ”Us”, ”Our” and “Company” refer to the company that contracts with You for the products, data and/or the services on Your Order (as defined below) , see the Corporate Information section below for more details.  We may update these Online Terms at any time without notice to You.  You can review the most current version of the Online Terms by clicking on the “Legal Notices” link at the bottom of Our web-pages.

Definitions

1.1 In these Online Terms, the following expressions have the meanings: "Commencement Date"  means the date on which We start to provide any of the Services to the Subscriber, Registered User or Invitee under these Online Terms; “Delegate”  means an individual that has enrolled on, and paid for, attendance at an Event; “Event”  means an exhibition, conference, or event produced, presented or arranged by Us; "Intellectual Property Rights"  means all intellectual property rights recognised from time to time anywhere in the world including, without limitation, all patents, trade marks, registered designs, design rights (whether or not registered) and copyrights, any applications for any of the above, and all rights in respect of inventions, drawings, plans, specifications, designs and computer software and hardware, database rights and rights to extract or exploit data and all know-how and confidential processes, methods and information, and all trade secrets and rights of confidence; "Invitee"  means the business or individual specifically invited in writing by Us to use a restricted section of the Web Site; "Order"  means the Subscriber's or Registered User's order placed either on Our order form, by telephone conversation with Our telesales department, online on the Web Site or in email correspondence with Us, for subscription to or restricted access to any of the Services, as accepted by Us; "Registered User"  means the business or individual registered to use a limited number or amount of the Services; "Services"  means those products, services, data or Events, and access to restricted areas of the Web Site as set out in the Order and We provide to the Subscriber, Registered User or the Invitee under these Online Terms via any Web Site or any successor or replacement site; "Subscriber"  means the business or individual paying for a product or for a subscription to any of the Services; "Users"  means any user of any Web Site who is not a Subscriber, Registered User or Invitee; "Web Site"  means each and all of Our web sites.

2.   Your Responsibilities

2.1.1 Your use of the Web Site and the Services is subject to all local, state, national and international laws and regulations and you agree not to violate those laws and regulations.  You agree that You will not: use any Web Site or the Services for any criminal or unlawful activity; introduce any virus, logic bomb, harmful code or trojan horse to any Web Site or any of the Services; use any manual or technical or automated system or software to extract data or content, in whole or in part, from the Web Site or the Services for display on any other website or for the purposes of offering the data or content, in whole or in part, for sale, resale, distribution or licensing to others or copying, merging or creating derivative works (“screen scraping”); interfere with another user’s use and enjoyment of the Web Site or Services; interfere with or disrupt the security measures of the Web Site or Services; interfere with or disrupt networks connected to the Services, and will comply with all regulations, policies and procedures of such networks.

2.1.2 You further agree that You will not use the Web Site or Services to: send or result in the transmission of junk e-mail, chain letters, duplicative or unsolicited messages, or so-called “spamming”; harm minors in any way; promote or generate revenue for any business or commercial purposes, whether or not for a charge or through linking with any other web services or pages, unless authorized by Us; impersonate any person or entity; intentionally or unintentionally violate any applicable law; “stalk” or otherwise harass another; or collect or store personal data about other users.

2.1.3 You agree that You will comply with all of Your obligations in Your agreement with Your internet service provider (including any internet acceptable use policies); promptly notify Us if You suspect or become aware of any unauthorised use of any Web Site or the Services; and will not attempt to interfere with any Web Site or the Services or any other service to any user, host, or network.  (This includes, but is not limited to, deliberate attempts to overload any Web Site and attempts to "crash" any Web Site's host systems).

2.1.4 Where You are invited to post reviews, comments and other content (including any text, photographs, graphics, video or audio) ("Contribution") on the Web Site You agree, by submitting Contribution, to grant Us a perpetual, worldwide, non-exclusive, royalty free, irrevocable, sub-licensable right and licence to use, reproduce, modify, adapt, publish, translate, distribute, play, make available to the public and exercise all copyright and publicity rights with respect of Contribution in any form, whether in print or electronic, for the full term of any rights that may exist in Contribution, in accordance with Our Privacy Policy. If You do not wish to grant Us the rights described in this clause, You should not submit Contribution to the Web Site or the Services.

2.1.5 By submitting a Contribution to the Web Site, You represent and warrant that the Contribution: is Your own original work and that You have the right to make it available to Us for the purposes specified in clause 2.1.4; is not defamatory, does not constitute trade libel or product disparagement or is not unlawfully threatening or harassing; is not false, inaccurate, or misleading; does not infringe any third party’s copyright, patent, trademark, trade secret or other proprietary rights, or rights of publicity or privacy; does not violate a nondisclosure agreement, or does not violate any law or regulation (including, without limitation, those governing export control, unfair competition, or false advertising); is not obscene or contains child pornography; or contain viruses, Trojan horses, time bombs, worms, cancelbots or other computer programming routines that may damage or interfere with the operation of any system, or unlawfully intercept any data or personal information.

3. Liability and Indemnity

3.1 The Web Site and the Services and any information We provide to You are provided "as is" and "as available".  We do not warrant that the Web Site or the Services or any information contained in the Web Site or Services is error-free.  You assume all risk for using, and for any results You obtain or liability You incur, by or as a result of using the Web Site or any of the Services, or from using any information You obtain from using the Web Site or Services, or for failing to access the Web Site or any Service on any occasion.  We do not guarantee or accept any liability for any links from the Web Site to third party web sites, any information on other web sites to which the Web Site is linked or the content of advertisements placed on the Web Site to promote the products and services of third parties.  For the avoidance of doubt, in the event that You are directed to a third party web site, at the point You access such third party web site that relationship is then between You and that third party and as such We bear no liability in respect of the same.

3.2 We do not guarantee the accuracy, integrity, or quality of any content or Contributions available on or through the Web Site or the Services.  You acknowledge that You may not rely on any of this content, whether created by or submitted to Us, including, but not limited to, product reviews, white papers, product descriptions, stock quotes, or Contributions on any bulletin board, chat, news group, community, forum or other feedback section of the Web Site or the Services.

3.3 Except as expressly set out in this agreement all warranties, representations, terms, conditions or undertakings whether implied by statute, common law, custom, trade usage, course of dealing or otherwise (including any implied warranty, representation, term, condition or undertaking of satisfactory quality or fitness for a particular purpose) are, to the fullest extent permitted by law, hereby excluded.

3.4 We do not guarantee the prevention of the loss or alteration of, or improper access to, Your information or computer system.  We are not responsible for invalid destinations or transmission errors in, corruption of, or the security of Your information on the Web Site or carried over any telecommunications or data communications facilities

3.5 Neither party is liable for any loss or damages arising from any cause beyond its control.

3.6 Neither party is liable to the other or any third party for any of the following, whether arising out of or resulting from negligence, breach of this agreement, or any other cause of action: loss of profits, business or anticipated savings, loss of goodwill, lost or wasted management time or the lost time of other employees or any other losses unless they are a reasonable foreseeable consequence of the relevant negligence, breach of contract or other cause of action; Loss of use of or destruction of Your data (We recommend that You take reasonable measures to back-up Your data);Any claims against You by any other party; whether direct or indirect even if We have been advised of the possibility of that loss or damage arising.

3.7 You will indemnify Us and keep Us indemnified against any losses, damages, liabilities, costs or expenses arising in connection with Your breach of any term of this Agreement or, if You are also a Subscriber, Registered User or Invitee, arising in connection with anyone who accesses the Web Site or uses any of the Services using Your password or user identification.

3.8 Our maximum liability to You, in aggregate, is the sum You have paid to Us in Subscription Fees for the Service(s) giving rise to such claim in the 12 months immediately preceding the date upon which any cause of action arises.

3.9 Notwithstanding any other clause in these Terms, neither party excludes its liability for death or personal injury caused by its negligence, or for fraud.

3.10 You indemnify Us against all legal fees, damages and other expenses that may be incurred by Us as a result of any breach by You of the warranty in clause 2.1.5.

4. The Services

4.1 We will use Our reasonable endeavours to provide the Subscriber or Registered User or Delegate with the Services set out in the Order.

4.2 We will use Our reasonable endeavours to provide the Invitee with access to the restricted customer only pages of Our Web Site or to any other restricted pages of any other Web Site to which the Invitee has been authorised access by Us and the use of all services made generally available via those restricted pages from time to time.

4.3 We will use Our reasonable endeavours to make the Web Sites and the relevant Services available to the Subscriber, Registered User or Invitee 24 hours a day, 7 days a week.  However, We reserve the right to suspend access to the Web Sites and/or any of the Services at any time, without notice and We may, at Our sole discretion, restrict Your use of the Web Site and, in the case of Subscribers, Registered Users and Invitees, the Services, or limit the hours of their availability.

4.4 We will provide each Subscriber, Registered User and Invitee with a user identification and a password for use in accessing the relevant Services.

4.5 We will provide a help desk that may be contacted by the Subscriber, Registered User or Invitee on the telephone number set out on the Order, or as otherwise published by Us from time to time.

4.6 We reserve the right to add, delete, or modify any of the Services and these Online Terms at Our sole discretion.  Any such changes shall become effective when We place the amended terms and conditions on the Web Site or when We otherwise notify You of the changes.

4.7 In addition to Your responsibilities set out in clause 2 You will: not use any Web Site or the Services on behalf of or for the benefit of any third party whatsoever; not use or copy any material, information or data contained on any Web Site or in the Services except to the extent necessary to receive the Services; not use data mining, screen scraping, or similar data gathering and extraction tools on the Web Site, except with Our express written consent; not decompile, disassemble or otherwise reverse engineer any of the Services, save as permitted by law; not modify any of the Services in any way or create derivative works of the Services; not disclose the whole or part of the Services to any third party; where a licensed location is specified in the Order in respect of any particular Services, use that Service only at that licensed location; limit Your use of any particular Service to the specified number of licensed users where a limited number of licensed users are specified in the Order in respect of that particular Service.

5. Member Account, Security and Password

5.1 Access to certain areas of the Web Site and/or Services may require that You create a member account (“Member Account”) as part of the registration process.  You must provide current, accurate, and complete information as requested by the online registration process.  You will also be required to provide a user-name and password, which is personal to You and the confidentiality of which is Your sole responsibility.  You are responsible for any and all activities that occur under Your Member Account, including any and all loss that You incur as a result of someone using Your user-name and password, whether with or without Your permission or knowledge.  Furthermore We may hold You liable for any and all losses that We or any other third party incur from the use of Your user-name and password by someone other than You.

6.   Payment

6.1 You will pay Us an annual subscription fee agreed separately with Us (plus VAT or other applicable sales taxes), in advance, as set out on the Order.  The subscription fee will be due on the Commencement Date.

6.2 The subscription fee may be amended in the event that We later agree to provide You with additional Services pursuant to Your completion of a further Order, in which case the amended subscription fee will be as set out on that further Order.

6.3 An Invitee will not be required to pay any subscription fee for access to and use of restricted pages to which We have authorised free access to the Invitee.

6.4 A Registered User will not be required to pay any subscription fee for access to and use of the relevant Services to which We have authorised access to the Registered User.

6.5 If You are a Subscriber, Registered User or an Invitee, You will, in addition to those obligations set out in Clause 4.7:

6.5.1 at Your expense obtain, install, and maintain suitable equipment and software and Internet access or connection services necessary to access the Services or any other of the services that are provided by Us in electronic format;

6.5.2 keep Your user identification and password strictly confidential and not allow any third party nor, where applicable, any user not expressly named on the Order, to use them to access any Web Site or Services; and

6.5.3 promptly notify Us if You suspect or become aware of any unauthorised use of Your user identification or password.

7. Intellectual Property Rights – Indemnity

7.1 The Product, the Service, including any and all Data and information contained therein, is licensed and not sold.  We (and, as applicable, Our licensors) own all right, title and interest in and to the Product and Services, including any Data, information, and Software therein.  Any copyright and/or database right in and to any and all extractions and compilations of Data provided by Us to You, in whatever form they exist, vest solely in Us. You shall not remove any copyright or similar notices from the Product, Service, information or Software or other material supplied by Us.  The terms of Your licence to use the Product and/or the Service are as set out in this Agreement.  We may terminate the Licence at any time in the event of a material breach of one or more of the provisions of this Agreement, including but not limited to, perceived or actual infringement of any of Our and/or Our licensors’ copyright or other intellectual property rights or if the scope of usage is or is intended to be outside this Agreement. 

7.2 OAG products produced and published in the UK or Asia are published by UBM Aviation Worldwide Ltd and are © 2001-2009 UBM Aviation Worldwide Ltd.  All rights reserved.  OAG products produced and published in the US, are published by UBM Aviation Worldwide, LLC and are © 2001-2009 UBM Aviation Worldwide, LLC.  All rights reserved.  AirCargoWorld products produced and published in the US, are published by UBM Aviation Worldwide, LLC and are © 1994-2009 UBM Aviation Worldwide, LLC.  All rights reserved.  Aviation Industry Press publications are published by UBM Aviation Industry Press Ltd., and are © 1992-2009 Aviation Industry Group Ltd.  All rights reserved.  Aviation Industry Conferences publications are published by UBM Aviation Industry Conferences Ltd and Aviation Industry Exhibitions publications are published by UBM Aviation Industry Exhibitions Ltd, and are © 1992-2009 Aviation Industry Group Ltd.  All rights reserved..

8. Termination

8.1 We will indemnify You and keep You indemnified against all direct losses, claims, damages and expenses (including reasonable legal expenses) You incur in relation to any third party claim that Your use of the Services and/or the Web Site (or any part thereof) constitutes infringement of any intellectual property rights owned by a third party provided that:

8.1.1 You immediately notify Us in writing of any infringement or allegation of infringement and in any event not later than 30 (thirty) days after You become aware of such infringement or allegation; You allow Us to conduct all negotiations and proceedings; You give Us reasonable assistance, information and authority as we may require to perform Our obligations under this clause; and You make no admission relating to the infringement or alleged infringement.

8.2 If a claim of infringement is made or We believe is likely to be made in respect of the Services and/or the Web Site and any data therein, We shall have the right but not the obligation to procure for You the right to continue using the Services and/or the Web Site and any data therein or to modify the same in any way that it becomes non‑infringing provided that the Services and/or the Web Site and any data therein remains capable of performing substantially the same functions and facilities as that originally supplied.  Exercise of the right under this clause 8.2 shall be in full and final settlement of Our indemnity to You in respect of the infringement or allegation of infringement.

9. Terms for Online Sales and Event Bookings

9.1 These Online Terms shall apply from (i) the date upon which You first access and use a Web Site, or (ii) where You are a Subscriber or Registered User on the Commencement Date, and will continue until either party gives the other written notice of termination.

9.2 Your subscription to the Services provided by Us under these Online Terms will continue for an initial minimum period of 1 (one) year commencing on the Agreement Date.  It will continue thereafter until either We or You terminate it in accordance with these Online Terms.

9.3 OAG may, without liability, suspend delivery of the Services and/or suspend Your access to the Services or terminate Our agreement with You time if: (i) You are in breach of any of Your obligations under these Online Terms or any other agreement with Us; or (ii) if You fail to make any payment when it is due under these Online Terms after receiving 7 days’ written notice from Us to do so or (iii) You fail to provide Us with valid, accurate and up-to-date credit/debit card and contact information.

9.4 Where You are a Subscriber or Registered User We may, without liability, suspend the provision of any or all of the Services to You if (a) You are in breach of any of Your obligations under these Online Terms; or (b) You fail to make any payment when it is due under these Online Terms after receiving 14 (fourteen) days' written notice from Us to do so.

9.5 Either party may terminate these Online Terms immediately by serving written notice on the other party if the other party: at any time, goes into liquidation (either compulsorily or voluntarily) or an administrator, receiver, administrative receiver, manager or similar officer is appointed in respect of the whole or part of its assets, or if that party makes an assignment for the benefit of, or a composition or arrangement with its creditors, or enters into or becomes subject to a like or equivalent insolvency or enforcement procedure or threatens to do so or is threatened with any of these things; or breaches any provision of these Online Terms which is incapable of being remedied; or breaches any provision of these Online Terms which is capable of being remedied but has failed, within thirty (30) days after being requested by the other party in writing to remedy the breach.

9.6 Where You are a Subscriber and these Online Terms are terminated by You under clause 9.5, We shall refund to You that part of the subscription fee already paid which relates to any unexpired part of the Your subscription, calculating the value of such refund on a pro rata basis.  You shall not be entitled to any refund of subscription fees if these Online Terms are terminated by Us under clause 9.5 or by either party for any other reason.

9.7 Termination or expiry of these Online Terms will not affect any accrued rights or liabilities of either party. 

10.

Terms for Online Sales and Event Bookings

10.1  Prices, postage, & packing charges shall be as specified on the Web Site, or as determined when ordering over the phone or online.  Our prices on the Web Site include any applicable value added taxes.  We reserve the right to change prices published on the Web Site at any time.

10.2 Payment for printed products and electronic products ("Product” or “Products") and Services ordered online must be made by credit/debit card.  Products ordered will not be despatched and Services will not be provided until authorisation of the credit card payment has been made. By accepting these Online Terms You authorise Us to automatically bill the credit/debit card You have provided until these Online Terms are cancelled.  You agree to notify Us regarding any billing issues or disputes within 60 days after they have been charged.  If any issues or disputes are not brought to Our attention within this period, You waive Your right to dispute them.

10.3 If You opt on the Order to pay the Subscription Fee in 12 (twelve) equal monthly instalments Your credit/debit card will be charged at the time of purchase for Your first month of use.  After this initial payment, Your credit/debit card will be automatically charged on the same day the subsequent month for the supply of the OAG Product, until You cancel these Online Terms.

10.4 When You place an order online We will treat it as an offer to buy Products and Services as applicable.  We will send You a confirmation e-mail with Your order number, at which point We and You will have been deemed to have entered into a legal contract pursuant to the Online Terms of that order and these Online Terms.  However, We will be entitled to refuse to accept Your order, at Our sole discretion, in which case We will notify You of the same via e-mail.

10.5 In deciding whether to accept Your order, We may use the information You have given to Us, or We already hold about You, or which We receive from any enquiry We may make with Our credit checking company to confirm Your identity. The credit checking company will check any details We disclose to them against any database (public or private) to which it has access and will keep a record of that check.  The credit checking company will also retain this information and may use it in the future to assist other companies with identity verification.  This assists Us to protect You and Us from fraudulent transactions.  If We decline Your offer on security grounds We may contact You to seek an alternative payment method.

10.6 While We endeavour to meet all orders, Our acceptance of orders is subject to availability of Products or Services.  If We are unable to supply or deliver the Products or Services ordered and paid for by You, We will refund to You the price paid for such Products or Services within thirty (30) days of the date of the contract for the supply of the Products or Services as applicable.

10.7 We reserve the right to cancel any accepted order prior to delivery, at Our discretion (whether or not Your credit card has already been charged).  If Your credit card has already been charged and the order is cancelled We will upon confirmation of the same, issue an appropriate credit to Your credit card account.

10.8 Title to all printed products, and the physical compact disk medium upon which electronic products are resident, passes to You when We receive the full payment for the Products.  We and/or Our licensors, as applicable, retain title to all electronic products, software, and data contained on those Products.  Risk of loss and damage in the Products pass to You upon delivery.

10.9 Your acceptance of the Products occurs upon delivery of the Products and will be presumed unless You notify Us in writing that You do not accept them.  If You are buying from the Web Site as a consumer in the United Kingdom You are entitled under the law of England and Wales to cancel the purchase (or purchases) within seven (7) working days of receipt of the purchase(s) including, in the case of electronic versions of the Products, where the Products remain sealed or have not been installed.  In order to do this, You must inform Us in writing and return the purchase(s) immediately to Us in the same condition as You received the purchase(s).

10.10 Electronic versions of the Products, for example software and/or data products, may have their own terms and condition which govern Your use of those Products.  You should read those terms and conditions of use either (i) before You unseal the Product, or (ii) before You install the Product and accept the terms and conditions governing Your use of the Products.  Once You have broken the seal and/or installed the Products You no longer have the right to cancel Your purchase as set out in clause 10.9.

10.11 If You choose to cancel the contract in accordance with clause 10.9 above, We shall refund the amounts You paid for such Products.  If You decide to cancel the contract as set out above You will pay any costs associated with the return of Products to Us.

10.12 Event Bookings Terms: No Delegate will be allowed into an Event unless full fees have been received prior to the Event.  Cancellations received up to and including one (1) month prior to the Event are subject to a 50% cancellation charge or alternatively the delegate place may be transferred to another of Our Events within the following calendar year.  Cancellations received less than ten (10) working days prior to the Event shall forfeit 100% of the fee unless the delegate place is transferred to another of Our Events within the following calendar year.  We will accept a substitute delegate if the original Delegate is unable to attend the Event.  Where You wish to transfer delegate places, this must take place within one (1) calendar year and payment of fees must be received in full before We will approve the transfer.  These Online Terms are effective for all registrations, even where payment is not received in time of booking and include any delegate who fails to attend (a “no show”).  It is Our policy to undertake legal action on all outstanding invoices even when the delegate is a “no show”.

11. Corporate Information

11.1  You will be contracting with the applicable entity listed below:

with regard to OAG and AirCargoWorld products, services, and subscriptions:  UBM Aviation Worldwide, LLC., 3025 Highland Parkway, Suite 200, Downers Grove, Illinois, 60515-5561, USA  (“UBM Aviation Worldwide, LLC”) (if You are resident in the Americas or the Caribbean);

with regard to the Web Site and OAG products, services, and subscriptions: UBM Aviation Worldwide Limited, registered in England and Wales, No. 4226716, registered office at Ludgate House, 245 Blackfriars Road, London, SE1 9UY and place of business at Church Street, Dunstable, Bedfordshire, LU5 4HB, United Kingdom and whose VAT number is 772680309 (if You are not resident in the Americas or the Caribbean);

with regard to Aviation Industry Press subscriptions: UBM Aviation Industry Press Limited, registered in England and Wales, No. 2732007, registered office at Ludgate House, 245 Blackfriars Road, London, SE1 9UY, United Kingdom;

with regard to Aviation Industry Conferences events: UBM Aviation Industry Conferences Limited, registered in England and Wales, No. 2675373, registered office at Ludgate House, 245 Blackfriars Road, London, SE1 9UY, United Kingdom;

with regard to Aviation Industry Exhibitions events and exhibitions: UBM Aviation Industry Exhibitions Limited, registered in England and Wales, No. 2737787, registered office at Ludgate House, 245 Blackfriars Road, London, SE1 9UY, United Kingdom.
12. General

12.1  Except as set out in clause 4.6, any variation to these Online Terms You request must be specifically agreed to by Us in writing.  These Online Terms cannot be changed or terminated orally.

12.2  You may not assign, sub-license or otherwise transfer Your subscription or any of Your rights under Your subscription, sub-contract Your obligations, or resell any of the Services without Our prior written permission. 

12.3  No delay, neglect, or forbearance on Our part in enforcing any provision of these Online Terms will be deemed to be a waiver or in any way prejudice any of Our rights.

12.4  If any provision of these Online Terms is, for any reason, held to be unenforceable, illegal or otherwise invalid in any way, the unenforceable, illegal or invalid provision will not affect any other provision of these Online Terms and those provisions will continue in full force and effect and the unenforceable, illegal or invalid provision shall be deemed to be rewritten to provide the maximum benefit originally intended which is enforceable, legal and valid.

12.5  All notices to Us under these Online Terms must be sent to Our address, fax number or e-mail address as follows: UBM Aviation, The OAG Building, Church Street, Dunstable, Bedfordshire, LU5 4HB, United Kingdom for the attention of Legal Counsel (Fax: +44 (0) 1582 695076) (e-mail: customers@oag.com),or any other address that We may inform You of from time to time in accordance.  All notices to You under these Online Terms will be sent to Your address, fax number or e-mail address set out on the Order (if You are a Subscriber or a Registered User) or as You provide as part of the online registration process on first use of the Web Site (if You are an Invitee), or any other address that You may inform Us of from time to time..  Subscribers and Registered Users may inform Us of a change to their address for service online on the Web Site where appropriate.  All notices may be delivered personally, or sent by first class prepaid post, by fax or by e-mail and will be deemed to have been served: if by hand, when delivered; if by first class post, 48 hours after posting; if by fax, when dispatched provided that the sender's fax machine produces automatic confirmation of error free transmission to the intended recipient; and if by e-mail when received.

12.6  Where these Online Terms are translated into a language other than English that translation shall be for reference only.  In the event of any conflict between a non-English language version and the English language version of these Online Terms then the English language version of these Online Terms shall take precedence.

12.7  These Online Terms, together with the Terms of Use for Web Sites and Services, which are herewith expressly incorporated herein, contain the entire agreement and understanding of the parties in relation to the use of the Web Site, and/or the Services and supersedes any proposal or prior agreement, oral or written, and any other communications between the parties relating to the subject matter of these Online Terms.  You also may be subject to additional terms and conditions that may apply when You use or purchase other products and services, affiliate services, third-party content or third-party software.  Where there arises a conflict in interpretation between these Online Terms and the Terms of Use for Web Sites and Services the terms of these Online Terms shall take precedence over the Terms of Use for Web Sites and Services.

12.8  You agree that We may automatically, and without notice, assign these Online Terms, in whole or in part, to a third party, in Our sole discretion, in connection with a merger, acquisition, reorganization or sale of substantially all of Our assets, in whole or in part.

12.9   You agree that nothing in these Online Terms confers or purports to confer on any person who is not a party to these Online Terms any  beneficial rights, or any other right, to enforce any term or provision of these Online Terms.

12.10   These Online Terms shall be governed in accordance with the laws of England and Wales and it is agreed that the English and Welsh courts shall have non-exclusive jurisdiction.  Nothing in this clause will prevent Us from applying for and obtaining injunctive relief or enforcement of any order of an English and Welsh court in any other country or jurisdiction.

13. Where You are contracting with OAG Worldwide LLC or AirCargoWorld the following additional clauses and/or variations to the above terms shall apply:

13.1  Your Responsibilities:  In addition to the provisions of clause 2, You agree that You will comply with United States law regarding the transmission of technical data exported from the United States.

13.2  Disclaimers of Warranties: Clauses 3.1 and 3.3 shall be replaced with: THE WEB SITE, THE SERVICES, MATERIALS, PRODUCTS AND CONTRIBUTIONS ARE MADE AVAILABLE ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY REPRESENTATION, PROMISE OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, OR ANY GUARANTY OR ASSURANCE THE WEB SITE, THE SERVICES, MATERIALS, PRODUCTS AND CONTRIBUTIONS WILL BE AVAILABLE FOR USE, OR UNINTERRUPTED OR ERROR FREE, OR THAT ALL PRODUCTS, FEATURES, FUNCTIONS OR OPERATIONS WILL BE AVAILABLE OR PERFORM AS DESCRIBED OR THAT ANY ERRORS WILL BE CORRECTED. IN ADDITION, ANY MATERIAL THAT YOU DOWNLOAD OR OTHERWISE OBTAIN THROUGH OUR SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY POTENTIAL DAMAGES TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM YOUR DOWNLOAD OF ANY SUCH MATERIAL.  Without limiting the foregoing, We are not responsible or liable for any malicious code, delays, inaccuracies, errors, or omissions arising out of Your use of the Web Site, the Services, materials, products and Contributions.  As between You and Us, You are assuming the entire risk as to the quality, accuracy, performance, timeliness, adequacy, completeness, correctness, authenticity, security, and validity of any and all features and functions of the Web Site and the Services, including, without limitation, postings and materials associated with Your use of the Web Site and the Services.  Under no circumstances shall We or Our subsidiaries, parent corporation and affiliates, and all of their respective officers, directors, owners, employees, agents, licensors, representatives, licensors and suppliers, be liable for any loss or damage caused by Your reliance on information obtained through the Web Site or the Services.  It is Your responsibility to evaluate the information, opinion, advice, or other content available through the Web Site and the Services.

13.3  Limitation of Liability: Clause 3.6 shall be replaced with: IN NO EVENT SHALL WE, OUR SUBSIDIARIES, PARENT CORPORATION AND AFFILIATES, AND ALL OF THEIR RESPECTIVE OFFICERS, DIRECTORS, OWNERS, EMPLOYEES, AGENTS, LICENSORS, REPRESENTATIVES, LICENSORS AND SUPPLIERS, BE LIABLE TO YOU OR ANY OTHER PERSON OR ENTITY, UNDER ANY THEORY, INCLUDING NEGLIGENCE, FOR DAMAGES OF ANY KIND ARISING FROM THE USE OF THE WEB SITE AND/OR THE SERVICES, INCLUDING BUT NOT LIMITED TO DIRECT, INDIRECT, ACTUAL, INCIDENTAL, PUNITIVE, SPECIAL OR CONSEQUENTIAL DAMAGES, LOST INCOME, REVENUE OR PROFITS, LOST OR DAMAGED DATA, OR OTHER COMMERCIAL OR ECONOMIC LOSS, THAT RESULT FROM YOUR USE OF, OR INABILITY TO USE, THE WEB SITE AND/OR THE SERVICES, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR SUCH DAMAGES ARE FORESEEABLE. BY USING THE WEB SITE AND/OR SERVICES, YOU AGREE THAT THIS LIMITATION WILL APPLY TO ANY MERCHANDISE, SERVICES, AND CONTENT THAT MAY BE AVAILABLE THROUGH SUCH WEB SITE AND/OR SERVICES. IN THE EVENT THAT APPLICABLE LAW DOES NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR DAMAGES, YOU AGREE THAT IN NO EVENT SHALL THE TOTAL OUR LIABILITY OR THAT OF OUR SUBSIDIARIES, PARENT CORPORATION AND AFFILIATES, AND ALL OF THEIR RESPECTIVE OFFICERS, DIRECTORS, OWNERS, EMPLOYEES, AGENTS, LICENSORS, REPRESENTATIVES, LICENSORS AND SUPPLIERS, TO YOU FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION OF ANY KIND EXCEED ONE HUNDRED DOLLARS ($100.00).  Notwithstanding any claim that a sole or exclusive remedy which is provided in these Online Terms may or does fail of its essential purpose, You specifically acknowledge and agree that Your sole and exclusive remedy for any loss or damage shall be to have Us, upon written notice from You, attempt to repair, correct or replace any deficient Web Site or Service and, if repair, correction or replacement is not reasonably commercially practicable for Us, in Our sole discretion, to refund any monies actually paid by You for the Web Site or Service involved and to terminate and discontinue your use of the Web Site or Services.

13.4  Choice of Law and Forum: Clause 12.10 shall be replaced with: The formation, construction, and interpretation of these Online Terms shall be controlled by the laws of the State of New York, giving no effect to conflict of laws provisions.  The U.N. Convention of Contracts for the International Sale of Goods is expressly excluded from any interpretation of these Online Terms.  Any dispute relating to these Online Terms shall be subject to the exclusive jurisdiction of the state and federal courts in New York, New York, U.S.A., and the parties agree to submit to the personal and exclusive jurisdiction of these courts.

13.5  Statute of Limitations: You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Web Site, the Service or these Online Terms must be filed within one (1) year after such claim or cause of action arose or be forever barred.