Terms and Conditions
Access to the Website and the ILOCX Platform
Access to the Website and the ILOCX Platform is governed by these Terms and Conditions. In these Terms and Conditions Terms “we”, “us” or “our” means the ILOCX Platform.
We may make changes to these Terms and Conditions from time to time. We will notify Listing Companies and ILO Buyers of the change through the Website or sending an email to their registered email address.
By continuing to access and use the ILOCX Platform after any changes to these Terms and Conditions, Listing Companies and ILO Buyer’s accept and agree to be bound by the updated Terms and Conditions.
We try to ensure that ILO Buyers and Listing Companies have uninterrupted access to the Website and its content and features, but we cannot guarantee that access will always be available or uninterrupted. We will not be liable for any loss or damage which may be suffered as a result of the Website or the ILOCX Platform being unavailable at any time for any reason.
Third Party Websites
The website acts as a directory and therefore contains many hyperlinks and references to third party websites. We have no control over third party websites and accept no responsibility for any content, material or information contained in them. The display of any hyperlink and reference to any third party website does not mean that we endorse that third party’s website, products or services. The use of a third party site may be governed by the terms and conditions of that third party website.
The ILOCX Platform is a service that matches those who wish to buy ILO Licenses with those who wish to sell ILO Licenses. Our role is to:
- operate, manage, maintain and update the ILOCX Website;
- promote the platform to attract new buyers;
- promote companies listed through newsletters, social media, and ILO News.
The ILOCX Platform performs the following services:
- preparing License Agreements for Listing Companies;
- providing Listing Companies with the necessary contractual documentation and information;
- matching ILO Buyers and Listing Companies;
- maintaining the ILOCX Live Ledger.
No information, activity or process undertaken, or outcome reached, in connection with the provision of Intermediary Services is intended to constitute or be construed as advice, recommendations or guarantee by ILOCX Platform or any Listing Company as to the creditworthiness of a Listing Company or any ILO Buyer, the amount of License Royalty payments Listing Companies be required to make, or ILO Buyers may expect to receive, or the likelihood of payment defaults that may occur, in relation to any ILO License.
We do not guarantee that any individual ILO will attract buyers through the ILOCX Platform or by using the ILOCX software.
License Agreements are between a Listing Company and the ILO Buyer. We do not perform any management functions on behalf of the Listing Company in respect of any ILO Licenses that the Listing Company approves and issues. It is the Listing Company’s sole decision whether or not to sell to ILO Buyers using ILOCX and ILOCX software, and they should seek independent financial, legal, tax or other professional advice prior to deciding to sell through the ILOCX Platform.
We are not authorised to give investment advice. No information contained on the ILOCX Platform or on the Website constitutes investment advice and should not be treated as such.
Except where the ILO Company have obtained our specific prior written consent they:
- understand and agree that the ILOCX Software is not intended or designed to be used for generating ILO License assets or for purchasing interests in ILO License assets as part of a Listing Company’s securitisation solely for a fund-raising strategy; and
- undertake that they will not use the ILOCX Software for any form of securitisation.
We may suspend or disable an ILO Buyer or Listing Company’s access to the Website and/or ILOCX Platform at any time if, in our reasonable opinion:
- they have failed to comply with the Terms and Conditions; or
- their account is being misused, illegally or fraudulently used or is subject to other unauthorised use.
Do’s and Don’ts
ILO Buyers and Listing Companies agree that they will:
- provide us with accurate information and keep it updated;
- comply with all applicable laws in relation to the access to and use of the Website and the ILOCX Platform.
ILO Buyers and Listing Companies agree that they will not do (or attempt to do) any of the following:
- hack, make unauthorised alterations to or introduce any kind of malicious code to the Website or ILOCX Platform by any means;
- reverse engineer or decompile (whether in whole or part) any software available through the Website;
- make copies, modify, reproduce, transmit, alter or distribute all or any part of the Website or any material or information contained on it;
- disguise or interfere in any way with the IP address of the computer used to access the Website or otherwise take steps to prevent us from correctly identifying the actual IP address of the computer used whilst accessing the Website or the ILOCX Platform;
- gain, or assist others in gaining, unauthorised access to the Website and ILOCX Platform;
- use the Website and/or ILOCX Platform for any purpose that is unlawful, including any fraudulent use;
- use bots, gaming algorithms or other automated methods to access or engage with the Website or the ILOCX Platform;
- use the Website and/or ILOCX Platform to simulate communications from us or another service or entity in order to collect identity information, authentication credentials or other information; and
- use the Website and/or ILOCX Platform in any manner that disrupts their operation or causes it to fail.
Listing Company Requirements
To be listed on the ILOCX Platform Listing Companies must satisfy the following Listing Company Eligibility Criteria:
- the Listing Company must already have revenues or must be revenue-ready;
- the Listing Company must be obtaining margins on sales high enough for the ILO License to be feasible for both the Listing Company and the ILO Buyer;
- the Listing Company must be able to show it has the right to grant the ILO License;
- the Listing Company must provide us with all information and documents that we may reasonably request about the Listing Company and about their financial condition, business and affairs from time to time;
- the Listing Company confirm that they have read these terms and conditions and have the authority to and do agree to be bound by them;
- the Listing Company consent to our use of information in accordance with our Privacy Notice.
We may change the Listing Company Eligibility Criteria from time to time.
If a Listing Company ceases to satisfy the Listing Company Eligibility Criteria, we may terminate the Listing.
If any of the statements cease to be true the Listing Company must inform us as soon as possible by email to firstname.lastname@example.org.
If there is any material change in the Listing Company, including but not limited to a product recall, a merger or takeover, a change in law, an investigation by a governmental or statutory body, an investigation or sanctions by a regulatory body, or a threatened lawsuit, this must be reported to ILOCX by email to email@example.com.
ILOCX does not guarantee any payments that are due from a Listing Company to ILO Buyers. Listing Companies are fully responsible for all payments due to ILO Buyers.
Suspension / Termination
We may give notice that we intend to suspend or terminate a Listing Company Listing at any time if:
- any term of these Terms or the License Agreement are breached;
- the Listing Company ceases to satisfy the Listing Company Eligibility Criteria;
- the Listing Company fails to provide us with reasonably requested information;
- we suspect that the Listing Company have been involved in any criminal activities;
- we discover that any information provided to us is materially incorrect, inaccurate, false or misleading;
- the ILOCX Platform is misused in any way; or
- we believe actions taken may have an adverse effect on the ILOCX Platform or ILOCX Platform’s reputation.
If we give notice under this Section, we will remit any remaining funds owed, less any fees which may be owed to us, and then close the Listing Company’s Listing.
Ceasing to be a Listing Company with ILOCX and Termination
If a Listing Company wish to remove their listing, provided they have:
- no License Agreements in force;
- no amounts owing and payable to us; and
- no amounts owing and payable to any ILO Buyer,
the Listing Company can notify us at any time and we will remove the listing from our directory.
If a Listing Company wish to remove their listing but the following circumstances apply:
- they are a party to a License Agreement which is in force;
- they owe any money to ILO Buyers,
they must either (depending on the circumstances):
- wait for the underlying ILO Licenses to reach their full term;
- propose an early exit route to ILO Buyers;
- pay any and all money owed to ILOCX and ILO Buyers.
Trading of Licenses
We do not guarantee the matching, timing, or successful trade of any license on the ILOCX platform.
Price changes within 1% per trade, displayed on the front end of ILOCX’s trade overview page may be representations of automated trades performed by internal algorithms to help with exchange testing and security. These changes will not exceed 1% of the current trading price, do not effect or impact live orders or live prices on trading pages which are set only by confirmed user buy and sell orders. This can be verified by visiting both pages.
Any form of Order Stacking is prohibited on the ILO Platform. If an ILO Buyer is deemed to be buying and selling ILO Licenses on the ILO Platform secondary market, with the sole purpose of increasing the price, this will be monitored by the system and may result in the closure of their ILO Buyer Account. Should any Order Stacking be suspected, a full investigation will take place during which an ILO Buyer will be able to respond.
Liability to Us
The Listing Company will be liable to us for any foreseeable loss or damage suffered by us as a result of their actions that result in:
- any breach of these Terms and Conditions or any License Agreement;
- any and all misuse of the Website, the ILOCX Platform or Company Listing.
The Listing Company will be liable to us for all Fees and Charges due.
Our Liability to Listing Companies
Except as stated in the following paragraphs, we will be liable to Listing Companies for any foreseeable loss or damage suffered by you as a result of:
- any breach by us of these Terms and Conditions;
- our negligence or wilful default; or
- fraud committed by us or our employees.
We will not be liable to the Listing Company for loss or damage (whether or not this is foreseeable) arising from any action taken (or not taken) in relation to buying, trading, selling or paying and receiving royalties from any ILO License, or from circumstances that are beyond our reasonable control.
Nothing in these Company Terms will exclude or limit our liability for death or personal injury caused by our negligence or fraud, or for any other liability that cannot lawfully be excluded or limited under applicable laws and regulation.
We always try to offer the best service possible. However, if you are unhappy with any service or product offered by us or any ILO Buyer, please contact us by email (firstname.lastname@example.org). We will endeavour to resolve your complaint as quickly and as fairly as possible.
Other Miscellaneous Terms
If any provision of these Company Terms is found to be illegal, invalid or unenforceable by any court of competent jurisdiction, this will not affect the validity and enforceability of the remaining provisions.
The ILOCX Website and Platform is an online service and all documents or notices that we wish to send may be delivered through the Website, via Email, or letters to the address registered with us.
Our rights under these Company Terms may be exercised as often as necessary, are cumulative and not exclusive of any rights or remedies provided by law. Delay in the exercise of any right granted to us in these Company Terms is not a waiver of that right.
We may assign or transfer all or part of our respective rights and obligations under these Company Terms to any person we reasonably consider capable of performing them. We may also exercise any of our rights through any ILOCX Platform Listing Company or a service provider we engage. Listing Companies cannot assign or transfer their rights and obligations under these Listing Company Terms and Conditions.
We do not guarantee that the Websites will be secure or free from bugs or viruses. We do not warrant or represent that the use of the Website, or any content taken from the Website, will not infringe the rights of any third party.
These Terms and Conditions are governed by and construed in accordance with English law. If any dispute (whether contractual or non-contractual) arises out of, or in connection with, these Listing Company Terms and Conditions, we and a Listing Company submit to the non-exclusive jurisdiction of the English courts.