Antz Network

Terms and Conditions

Your use of this website is subject to the following Terms which you are deemed to accept by using the website:

Copyright and all other rights in the content of this website are owned by ANTZ Network or included with the permission of the owner of said rights. You must not breach these rights and you must not copy or distribute any items for commercial or business use without our prior written consent.

Information on the website may have been supplied to us by third parties; we take no responsibility for its accuracy. You should make your own checks before acting on any information accessed via this website.

Third party articles on this site do not necessarily represent the views or policy of the Antz Network. Similarly advertising carried on these pages does not imply recommendation of any product, service, company or individual by the Association. Inclusion of information in this website does not create or form an offer to create any business relationship with users.

Due to the nature of the Internet errors, interruptions and service delays may occur at any time and this website is provided? As seen? We do not accept liability arising from any inaccuracy or omission in the information or an interruption to the availability.

This website may include links to websites owned, operated and constructed by others; we do not endorse such websites or accept responsibility for their content. You must not provide links to this website without our written permission. Be aware it is possible to track viewing patterns for this website and we may collect such statistics.

Members Agreement

Organisations applying for membership and accepted are deemed to accept our T&C and agreements. Antz Network hold all writes to projects, models, outcome data and training proposed or delivered within membership. (Unless agreed in writing with CEO ANTZ Network).

Partners Terms & Conditions + NDAM

Partners are subject to our T&C including membership + NDA, the following Terms which you are deemed to accept by advertising our partnership and or emailing confirmation of partnership or activity. At times we may have another NDA or terms outside this advertised agreement.

Antz Network hold all writes to projects and model’s proposed or delivered within membership or partners programme. (Unless agreed in writing with Owner Directors). The following NDA supports all parties.

1. CONFIDENTIAL INFORMATION

1.1. In our terms, “Confidential Information” shall mean all information of a proprietary nature (in whatever form) disclosed directly or indirectly by one party or any subsidiary or affiliate thereof (“the Disclosing Party”) to the other parties or any subsidiary or affiliate thereof (the “Receiving Party”) or obtained (in whatever manner) by the Receiving Party directly or indirectly from the Disclosing Party. Confidential Information may include, without limitation, any proposal, plan, information, procedure, technique, trade secret, formula, proprietary program or initiative, technical know-how, or method of operation (or proposed change thereto) of the Disclosing Party and all other information or material that relates or refers to the plans, policies, finances, corporate developments, training procedures, products, pricing, marketing strategies, sales, services, procedures, intra-corporate transactions, suppliers, prospects and customers of the Disclosing Party, and any other similar confidential materials, which are not generally available to the public. Confidential Information shall also include any such materials or information designated as such by the Disclosing Party. Confidential Information shall not, however, include:

1.1.1. information in the public domain at the time of disclosure (save that any compilation of otherwise public information in a form not publicly known shall nevertheless be treated as Confidential Information);

1.1.2. information which passes into the public domain after disclosure through no act or default of the Receiving Party, its employees, advisors, representatives and subcontractors;

1.1.3. information communicated to the Receiving Party by a third party who has the lawful right to do so without any duty to respect any right of confidence in the information;

1.1.4. information which (prior to the time of disclosure) was known to the Receiving Party with no obligation to maintain confidentiality;

1.1.5. information which (prior to the time of disclosure) had been independently developed or generated by the Receiving Party, without access or use of the Confidential Information of the Disclosing Party; and

1.1.6. Information which is disclosed by the Disclosing Party to any third party without limitations in respect of confidentiality.

2. DUTY OF CONFIDENCE

2.1. In consideration of the disclosures by both parties of the Confidential Information, in each case the Receiving Party agrees to maintain at all times the confidential nature of the Confidential Information, and

2.1.1. not to disclose the Confidential Information to any person other than professional advisers, employees and agents and then on a “need to know” basis only, and

2.1.2. not to make any copies (in whatever form) of the Confidential Information except as reasonably necessary for the purposes set out in the Recital hereto, and in connection with the Proposal;

Unless it has the prior written consent of the Disclosing Party. (ANTZ Network CEO)

Before any Confidential Information is disclosed to a person in accordance with clause 2.1, the Receiving Party shall inform each such person of the obligations of the Receiving Party under this Agreement and procure that such person comply with them.

2.2. Nothing in this Agreement shall prohibit or limit each Party’s use of the Confidential Information in any dispute between the Parties or in any dispute concerning the terms or conditions of any agreement or contract subsequently entered into in connection herewith.

2.3. The Parties agree that ANTZ obligation arising out of clause 2.1 above excludes disclosing the Company’s Confidential Information to ANTZ subsidiary or affiliate thereof. This exclusion is subject to a condition that every company to which the Company’s Confidential Information will be disclosed, will undertake an obligation to use the Company’s Confidential Information in accordance with the provisions of this Agreement.

3. TREATMENT OF INFORMATION

3.1. The Parties agree that that the disclosure of Confidential Information, as contemplated by this Agreement, shall not transfer any rights of ownership in the disclosed Confidential Information to the Receiving Party.

3.2. None of the provisions of this Agreement shall be deemed as an explicit or implicit granting to the Receiving Party of any rights under a licence or otherwise to any work, invention, industrial pattern, innovative design or other intellectual property rights and/or industrial property rights, which arose or were acquired prior or after the date hereof, concerning the Confidential Information of the Disclosing Party.

3.3. The Parties agree that all written material provided by the Disclosing Party to the Receiving Party will be safely and securely stored when not in use and will remain the exclusive property of the Disclosing Party.

3.4. When requested to do so by the Disclosing Party and, if such request is not made, within 28 days of any Agreement relating to the Proposal being concluded, the Receiving Party shall:

3.4.1. return to the Disclosing Party anything in a form capable of delivery containing or recording the Disclosing Party’s Confidential Information whether in the form of documents, computer records, audio tapes, video tapes, CD ROMs or any other media; and

3.4.2. Certify in writing that any such Confidential Information not returned has been destroyed.

A Party shall comply with such a request without delay.

3.5. Notwithstanding Clause 3.4, each Party may retain an electronic or hard copy of the Confidential Information for legal or regulatory purposes subject to the terms of this Agreement.

3.6. The disclosure of Confidential Information hereunder and any discussions held in connection with the Proposal shall prevent the Parties from pursuing similar or other discussions with third parties for a period of 90 days from the date of this Agreement, or until the Parties all agree that they no longer wish to continue with discussions relating to the Proposal:

3.6.1 participate in any third party negotiations in respect of the Proposal; or

3.6.2 seek, encourage or respond to any approach that might lead to third party negotiations in respect of the Proposal; or

3.6.3 enter into any letter of intent, agreement or arrangement pursuant to any third party negotiations relating to the Proposal; or

3.6.4 disclose any information about the other Parties or the Proposal to a party that wishes to enter into third party negotiations (unless the information is publicly available)

The Parties must ensure that its employees, agents and advisers comply with the undertakings in this paragraph.

3.7. Any estimates, forecasts or similar material provided by each Party to the other shall not constitute any commitments.

4. OTHER MATTERS

4.1. If any of the Parties, as Receiving Party, becomes required to disclose any Confidential Information to any other parties by law or to any applicable regulatory organisation or authority, it shall give written notice of such requirement to the Disclosing Party before any Confidential Information is so disclosed, and the Receiving Party shall, and shall procure that each member of its group shall, co-operate with the Disclosing Party, have due regard to its views and opinions and take such steps as the Disclosing Party may reasonably require in order to enable the Disclosing Party to mitigate the extent of or avoid the requirement for any such disclosure.

4.2. The Parties agree to keep confidential the terms of this Agreement, and none of the Parties shall make any announcement in relation to the transactions contemplated by this Agreement or otherwise publicise its existence or contents without the prior written consent of the other Parties. If any of the Parties, as Receiving Party, becomes aware of any announcement or any disclosure of Confidential Information which is or is reasonably likely to constitute a breach of any of the provisions of this agreement it shall notify the Disclosing Party immediately and, without prejudice to any rights or remedies any group member may have, the Receiving Party shall take such steps as the Disclosing Party may reasonably require in order to remedy or mitigate the effects of such actual or threatened breach.

4.3. Each Party reserves the right in its sole and absolute discretion to terminate discussions and negotiations concerning the Proposal with the other Parties at any time.

4.4. No representation or warranty is made or given as to the accuracy or the completeness of the Confidential Information or any other information supplied or as to the reasonableness of any assumptions on which any of the same is based, and each party agrees (on its own behalf and on behalf of each member of its group) that neither it nor any group member nor any of its respective directors, employees, advisers or agents shall have any liability to the other Parties or to any member of the other Parties’ group resulting from the use of Confidential Information or any other information supplied, or for any opinions, projections or forecasts expressed or made by any of them, or for any errors, omissions or mis-statements made by any of them. In furnishing any Confidential Information no obligation is undertaken by the Parties or any group member to provide any additional information or to update or correct any inaccuracies which may become apparent in any of the Confidential Information.

4.5. The Receiving Party shall indemnify and hold harmless the Disclosing Party and each of its group members, their representative directors, employees, agents and advisers and shareholders from and against any action, claim or proceedings and all costs, expenses or other liabilities arising therefrom brought by any third party as a result of any unauthorised disclosure of any of the Confidential Information.

4.6. Each Party warrants its right to disclose the Confidential Information to the other Parties and to authorise the other Parties to use the same.

5. BREACH OF THIS AGREEMENT

5.1. Each Party acknowledges that in all the circumstances damages may not afford an adequate remedy to the other Parties in the event of breach of this Agreement and recognises that each other Party shall be entitled to seek injunctions, orders for specific performance or other appropriate relief in the event of any actual or anticipated breach of the terms of this Agreement.

5.2. No failure or delay in exercising any right, power or privilege under this Agreement shall constitute a waiver of any such right, power or privilege or preclude the further exercise of that or any other such right, power or privilege. Any consent by any Party to, or waiver of, a breach by the other Parties, whether express or implied, shall not constitute a consent to, waiver of, or excuse for any other different or subsequent breach.

6. LAW AND JURISDICTION

6.1. This Agreement shall be governed by, construed and take effect in accordance with English law, irrespective of the choice of law rules of any court or other governing body in that jurisdiction. The Parties hereby irrevocably submit to the exclusive jurisdiction of the English courts for the purpose of resolving any dispute, matter or claim which may arise out of or in connection with this Agreement.

7. AMENDMENTS TO THIS AGREEMENT

7.1. Any amendments to this Agreement shall be made in writing; otherwise they shall be null and void.

8. COUNTERPARTS

8.1. This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original and all of which taken together shall constitute a single agreement.

9. NOTICE

9.1. Any communication to be given in connection with the matters contemplated by this Agreement shall except where expressly provided otherwise be in writing and shall either sent by registered post or facsimile transmission.

9.2. Such communication shall be sent to the postal address, or email set out below for the relevant Party. Each communication shall be marked for the attention of the relevant person.

Postal address of ANTZ Network
FAO CEO ANTZ Network
Junction Eco Park, Rake Lane,
Manchester,
M27 8LR
E mail info@antznetwork.com

9.3. If sent by registered post to the address referred to in sub-clause 9.2, a communication shall be deemed to have been served at the expiration of two clear days after the time of posting.

9.4. If sent by E mail to the number referred to in sub-clause 9.2, a communication shall be deemed to have been served at the time of completion of transmission by the sender.

9.5. If a communication would otherwise be deemed to have been delivered outside normal business hours (being 9:30 a.m. to 5:30 p.m. on a business day in the time zone of the territory of the recipient) under the preceding provisions of this clause, it shall be deemed to have been delivered at the next opening of such normal business hours in the territory of the recipient.

9.6. In proving service of the communication, it shall be sufficient to show that the registered post item was duly signed for by the recipient, that the facsimile was despatched and a confirmatory transmission report received, or that an electronic delivery receipt was received for the email. Published 1/9/2011