Terms & Conditions - ResponseSource

ResponseSource Ltd – Terms and Conditions of Subscription Services

The Services: ResponseSource subscriptions include access to one, or more, of the following services:
1. Media Contacts Database: Online access to regularly updated media outlet profiles, editorial contact information and features lists when available for those media outlets listed on the Media Contacts Database website at mediadatabase.responsesource.com.
2. Journalist Enquiry Service: Email delivery and online access to journalist enquiries and other media requests made through the Journalist Enquiry Service at journalistenquiries.responsesource.com. These terms apply to Journalist Enquiry Service in the UK. The Journalist Enquiry Service operates under dedicated terms and conditions in France and Germany at www.responsesource.fr and www.responsesource.de.
3. Freelance Journalist Profiles: Online access to the contact and professional information of the freelance journalists listed in our directory at freelanceprofiles.responsesource.com.
4. Press Release Wire and Newsrooms: Press release distribution and online news hosting (pressreleases.responsesource.com). The primary terms for use of the Press Release Wire service are published at pressreleases.responsesource.com/about/faq/terms-conds.
Supplier: ResponseSource services are provided by ResponseSource Ltd (hereafter known as ‘ResponseSource’). ResponseSource is a Limited company registered in England and Wales with company number 3364882.
Definitions:
1. The Subscriber: An office or individual subscribing to ResponseSource services is hereafter known as The Subscriber.
2. Subscription: ResponseSource subscriptions are sold on a ‘per office, per company’ basis. Any entity wanting to use a service at more than one geographic office would require a subscription for each office. Multiple companies, however related, at the same location would require a subscription per company. There is no limit to the number of users at each office providing they adhere to section 4 below.
3. Confidential Information: shall mean any information which is confidential in nature provided by or on behalf of one party to the other party in connection with this Agreement (and for the avoidance of doubt, including the existence and terms of this Agreement) whether before or after the date of this Agreement and whether or not such information is marked or otherwise designated as confidential or proprietary to the Supplier or its licensees (including but not limited to information relating to trade secrets, industrial rights, intellectual property rights, patents, designs, design rights, copyrights, know-how, inventions, discoveries, improvements, formulae, techniques, specifications, test methods, procedures, processes, drawings, manuals, computer systems or software, codes of practice, instructions, catalogues, ideas, facilities, business methods, finances, prices, business plans, marketing plans, development plans, manpower plans, sales targets, sales statistics, customers and suppliers) and whether in oral, visual, electronic or any other medium, form or format whatever.
Access to The Services: Access to information on our websites is through the use of a personal username and password. All users of ResponseSource services must provide their full name, business contact details, and an individual (rather than a generic, role-based, or list) email addresses that shares the same domain name as the subscribing entity. Access to The Services is limited to registered users and those specific systems and time periods authorised by ResponseSource. Use of The Services during other time periods or by individuals not authorised by ResponseSource is expressly prohibited. Access is subject always to ResponseSource business control and information protection policies, standards and guidelines as may be modified from time to time. ResponseSource reserves the right to reclaim lost earnings and/or claim compensation for breach of its copyright from a Subscriber through the unauthorised use of that Subscriber’s usernames and passwords.
Licence of data and databases: Subject to the Subscriber’s compliance with these terms, ResponseSource grants to the Subscriber a non-exclusive, non-transferable, revocable licence to use its data and databases for purposes connected with the Services for the duration of the subscription only.
Licence restrictions: The Subscriber may use the ResponseSource data and databases for purposes connected with the Services, but shall not, in whole or in part, copy or reproduce, issue copies or reproductions to the public, rent or lend, communicate to the public, adapt or modify the ResponseSource data or databases.
Termination of licence: The licence granted by ResponseSource to the Subscriber under these terms shall terminate automatically upon the expiration or termination of the subscription and the Subscriber shall have no further right to use the ResponseSource data or databases, in accordance with these terms or otherwise.
Intellectual property rights: All intellectual property rights (including without limitation copyright and database rights) in the ResponseSource data and databases are the exclusive property of ResponseSource or its licensors, as the case may be, and the Subscriber shall have no rights in or to the ResponseSource data or databases, except as expressly set out in these terms.
Duration: Subscription lasts for one year after delivery of the username and password to the Subscriber, unless otherwise specified.
Contract: A contract exists between us when we confirm our acceptance of your order by invoicing you. Subscription fees are for one year and are non-refundable. The subscriber agrees to our invoice payment terms. Non-payment may result in suspension of service. Suspension of service does not nullify your contractual obligations with ResponseSource.
Warranty: ResponseSource shall use reasonable skill and care in the performance of its obligations under this Agreement. ResponseSource provides ‘business to business’ services and Subscribers warrant that they are using ResponseSource services for purposes related to their trade, business or profession.
Renewal: There will be no break in availability of service at the end of this period if ResponseSource has received payment from the Subscriber for the subsequent period at least two weeks prior to the end of the current period.
Passwords: The Subscriber ensures the usernames and passwords issued will only be available for use by employees of the subscribing office. The Subscriber undertakes to prevent usernames and passwords being given to temporary or freelance employees, employees of subsidiary or associated companies or any other third-party individuals. The Subscriber accepts responsibility for maintaining the confidentiality of the password and account, and is fully responsible for all activities that occur under their password or account. Sharing of passwords is not allowed. The Subscriber agrees to immediately notify ResponseSource of any unauthorised use of their password or account or any other breach of security. We will not be liable for any loss or damage arising from the Subscribers failure to comply with this clause. ResponseSource reserves the right to change a Subscriber’s usernames and/or passwords at any time.
Confidentiality: Subject to Clause 14a, each party shall treat all Confidential Information as strictly confidential and shall not disclose Confidential Information to any person during the continuance of this Agreement and after its termination.

A party may disclose Confidential Information:

If and to the extent required by law or order of the courts, or by a regulatory or governmental body to which such party is subject, wherever situated; or
On a necessary basis and under conditions of confidentiality to the professional advisers, auditors and bankers of such party; or
With the prior written approval of the other party.

Service Changes: ResponseSource services are constantly being developed, updated and added to. Unless explicitly stated otherwise, any new features that augment or enhance the current Service, including the release of new tools and resources, shall be subject to these terms. ResponseSource reserves the right to alter the presentation of the service or prices charged at any time.
Availability: ResponseSource makes all reasonable effort to ensure The Services are available at all times, including outside normal office hours. However ResponseSource cannot accept responsibility for inability to access the Services due to failure of equipment, software failure, system downtime due to maintenance or development or congestion/failure of the Internet.
Content: Due to the highly changeable nature of media outlet contact, editorial and forward features information ResponseSource cannot accept responsibility for inaccuracies in such information. Although ResponseSource makes every attempt to ensure features lists are made available, ResponseSource does not guarantee that features lists will be made available for every media outlet listed on the site.
Technical Requirements: The Subscriber is responsible for ensuring that its systems are capable of accessing the Services. ResponseSource shall not be responsible for any failure of the Subscriber to access any element of the Services due to a failure of the Subscriber systems or computer equipment, or third party systems and / or equipment employed by the Subscriber. ResponseSource may restrict access to email distribution platforms on the Media Contacts Database if you have conflicting sender authentication measures in place, such as SPF.
Email Delivery: ResponseSource will not be held responsible for email delivery failures that may occur due to third party anti-spam and anti-virus filtering techniques or other technical failures. The Subscriber agrees that ResponseSource has no responsibility or liability for the deletion, corruption or failure to post, store and/or forward any messages or other content.
Acceptable Use: ResponseSource services are provided only for use in the context of media relations activity. Use of ResponseSource services to market products or services direct to individuals in our database is considered as spam and is prohibited. Senders and recipients of journalist enquiries agree to adhere to the Acceptable Use policy published on https://www.responsesource.com/acceptable-use/.
Misrepresentation: The Subscriber agrees to provide true, accurate, current and complete information about themselves. If The Subscriber provides any information that is untrue, inaccurate, not current or incomplete, or ResponseSource has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, ResponseSource has the right to suspend or terminate The Subscribers account and refuse any and all current or future use of The Service (or any part thereof).
General Practices Regarding Use: The Subscriber acknowledges that ResponseSource may establish general practices and limits concerning use of The Service and may modify such practices and limits from time to time without notice.
Data Protection (General): We may collect data when you use the ResponseSource services. For further information please see our Privacy Policy found at https://www.responsesource.com/privacy/. For the avoidance of doubt the defined terms contained therein shall apply to these terms. ResponseSource and the Subscriber shall both be data controllers of the personal data available on the Media Contacts Database. Both parties shall comply with the Act and GDPR. ResponseSource warrants that it has obtained all necessary consents or has another legal basis in order to allow the Subscriber access to the personal data on the Media Contacts Database and for the Subscriber to contact any individuals within the Media Contacts Database.
Data Protection (Private Contacts): The Media Contacts Database provides subscribers with a facility for uploading and storing ‘Private Contact’ data. In the case of Private Contact data the data processor acts only on instructions from the data controller. Once Private Contact data is uploaded to ResponseSource servers, ResponseSource becomes the data processor for that Private Contact data and the Subscriber retains their role of data controller for that Private Contact data. Private Contact data is made available to registered users on the Subscribers’ account through individual username and password.
Data Protection (ResponseSource as data processor): Where ResponseSource is the data processor and the Subscriber is the data controller, ResponseSource must:
1. Process the Private Contact data as a processor: (i) only for the purposes of providing the facility for uploading and storing Private Contact data, (ii) only in accordance with the Act and GDPR, and (iii) strictly in accordance with the Subscriber’s documented instructions from time to time, except where otherwise required by an EU (or any EU Member States) law applicable to ResponseSource. In no circumstances shall ResponseSource process the Private Contact data for its own purpose or those of any third party;
2. Ensure that any person that ResponseSource authorises to process the Private Contact data (including staff, agents, and subcontractors) (an “Authorised Persons”) shall be subject to a strict duty of confidentiality (whether a contractual duty or a statutory duty or otherwise), and shall not permit any person to process the Private Contact data who is not under such a duty of confidentiality. ResponseSource shall ensure that all Authorised Persons process the Private Contact data only as necessary for the purposes outlined in this clause.
3. Take all appropriate technical and organisational measures to protect the Private Contact data from (i) accidental or unlawful destruction, (ii) accidental loss, alteration, unauthorised disclosure or access, and (iii) any other breach of security (each of (i), (ii) and (iii) an “Unauthorised Act”). Such measures shall have regard to the state of the art, the costs of implementation and the nature, scope, context and purposes of processing as well as the risk of varying likelihood and severity for the rights and freedoms of natural persons. Such measures shall include, as appropriate:
4. Immediately notify the Subscriber (i) upon becoming aware of an Unauthorised Act, (ii) provide all such timely information and cooperation as the Subscriber may require including in order for the Subscriber to fulfil its data breach reporting obligations under (and in accordance with the timescales required by) the Act and GDPR, and (iii) further take all such measures and actions as are necessary to remedy or mitigate the effects of the Unauthorised Act and keep the Subscriber up-to-date about all developments in connection with the Unauthorised Act.
5. Provide all reasonable and timely assistance to the Subscriber to enable it to respond to: (i) any request from a data subject to exercise any of its rights under the Act and GDPR; and (ii) any other complaint, notice, communication or enquiry received from a data subject, regulator or other third party in connection with the processing of the Private Contact data. In the event that any such request, complaint, notice, communication or enquiry is made or sent directly to ResponseSource, it shall promptly inform the Subscriber providing full details of the same.
6. Permit the Subscriber (or its appointed third party auditors) to audit ResponseSource’s compliance with this clause, and make available to it all information, systems and staff necessary for it (or its third party auditors) to conduct such an audit. ResponseSource acknowledges that the Subscriber (or its third party auditors) may enter ResponseSource’s sites and facilities, on reasonable notice, for the purposes of conducting such audit.
7. Not without the Subscriber’s prior written consent (i) transfer the Private Contact data (or permit the data to be transferred) outside the European Economic Area; or (ii) disclose the Private Contact data to third parties, except where otherwise required by any EU (or any EU Member States) law applicable to ResponseSource.
8. If ResponseSource believes or becomes aware that the processing of the Private Contact data is likely to result in a high risk to the data protection rights and freedoms of data subjects, promptly inform the Subscriber and provide it with all such reasonable and timely assistance as the Subscriber may require in order to conduct a data protection impact assessment and, if necessary, consult with the Information Commissioner.
9. On termination of the subscription ResponseSource shall return on demand, or at the Subscriber’s request destroy or permanently erase (and certify in writing such secure destruction and erasure), all copies of the Private Contact data.
Data Matching Service: The Media Contacts Database provides subscribers with a data matching service. Where uploaded Private Contact data matches ResponseSource data The Subscriber has the option of allowing ResponseSource to substitute matching Private Contact Data with ResponseSource maintained data. Where The Subscriber has accepted a data substitution the data controller and data processor for substituted data becomes ResponseSource.
Updates to terms: ResponseSource reserves the right to update these terms and conditions at any time.
Jurisdiction: The agreement between ResponseSource and the Subscriber and any dispute or claim arising out of, or in connection with, it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales. Both ResponseSource and the Subscriber irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of, or in connection with, the agreement between ResponseSource or its subject matter or formation (including non-contractual disputes or claims). ResponseSource Ltd provides foreign language translations of these terms. If the foreign language’s meaning or interpretation differs from the English meaning or interpretation, the English meaning and interpretation shall prevail.

Updated: April 2018