Terms and Conditions of Inglepine Software Ltd
SummaryThe full terms and conditions are listed below. In essence, the customer: and Inglepine Software Ltd:
The above summary does not form part of the terms and conditions.
Terms and Conditions
In this agreement, the terms "we" and "us" mean Inglepine Software Ltd; the term "you" means the customer.
Any notice to be given by either party to the other may be sent by either email, fax or recorded delivery to the address of the other party as appearing in this agreement or the order form or such other address as such party may from time to time have communicated to the other in writing.
We will provide the services described one or more order forms in accordance with the scale of charges and rates published from time to time. Unless explicitly stated otherwise, charges are exclusive of 'Value Added Tax' which shall, if applicable, be paid additionally by you at the rate prescribed by law on submission by us of a proper VAT invoice.
We retain full ownership of any product supplied to you until you have paid for it in full. If you are subscribed to a monthly tariff, you may at any time pay for 11 months in advance and be credited with the equivalent of 12 months charges. This credit will then be used towards both the future monthly charges and any additional charges (eg excess bandwidth charges). If you cancel the service before the completion of the 12 months, then a cancellation fee equal to the discount given will be charged.
Refunds are not payable in respect of a chargeable period where you cancel a service part way through that chargeable period.
If the bandwidth or speed of service used by you exceeds your quota over any given calendar month, then an excess charge will be payable by you at current published prices.
You acknowledge that our services are provided using facilities provided to us by third parties; we shall have the right, subject to 14 days prior written notice to you, to increase our charges at any time whether to reflect increase costs to us from such third parties or otherwise.
Without prejudice to our other rights and remedies under this agreement, if any sum payable is not paid on or before the due date (30 days from invoice date), we shall be entitled forthwith to suspend the provision of services to you. If such a suspension is imposed, you will be liable for a "reconnection" charge of £50. Service charges will continue to acrue whilst the service is suspended. Overdue accounts are subject to a failure fee of 3% per month. All payments must be in UK Pounds Sterling. If your cheque is returned by the bank as unpaid for any reason, you will be liable for a "returned cheque" charge of £50. If you do not pay the charges in accordance with the provisions of this Contract, or break this contract in any other way or are subject to bankruptcy or insolvency proceedings we can (without prejudicing, losing or reducing any other right or remedy) suspend service, including partially, temporarily without notice, albeit the user remains liable to pay rental during the suspension, or terminate this contract by immediate notice, without prejudice to our pre-existing rights.
You will only use or allow use of the services for purposes which are lawful and unoffensive. The following are specifically prohibited: spamming; any material which is unlawful, threatening, abusive, menacing, malicious, defamatory, indecent, obscene, pornographic (this includes sex-related merchandising), blasphemous, profane or otherwise offensive or objectionable in any way; material in breach of confidence, privacy or any other rights; material to cause annoyance, inconvenience or needless anxiety; material containing a virus or other hostile computer program; any material which constitutes, or encourages the commission of, a criminal offence or which infringes any patent, trade mark, design right, copyright or any other intellectual property right or similar rights of any person which may subsist under the laws of any jurisdiction. We may discontinue service if after due warning you continue to permit such illegal or disreputable use. You shall obtain any and all necessary consents and clearances to enable you lawfully to make use of all and any intellectual property rights through the Services, including without limitation, clearance and/or consents in respect of your proposed domain name.
You shall keep secure any identification, password and other confidential information relating to your account and shall notify us immediately of any known or suspected unauthorised use of your account or breach of security, including loss, theft or unauthorised disclosure of your password or other security information.
While we will use every reasonable endeavour to ensure the integrity and security of the server, we do not guarantee that the server will be free from unauthorised users or hackers and we shall be under no liability for non-receipt or misrouting of email or for any other failure of email. We will use all reasonable endeavours to provide a reliable service, however it is not practicable to provide such a service free of faults and we do not undertake to do so. We shall not, in any event, be liable for interruptions of service or down-time of a server. We may temporarily suspend for the purpose of repair, maintenance or improvement, part or all of our service, generally without notice; give or update instructions regarding the use of the service which in our reasonable opinion is necessary in the interests of safety, or to maintain or improve the quality of service to our customers and any such instructions shall whilst they are in force, be deemed to form part of this contract; vary the technical specification of service for operational reasons. We undertake to use reasonable endeavours to restore service as soon as practicable after any such suspension.
You agree that we may at any time advertise the fact that you are one of our customers and provide a link from our website to yours.
If you resell the services provided, you will be responsible for ensuring that your customers are bound by terms and conditions that adequately reflect and give effect to these terms and conditions; you shall not incur or purport to incur on our behalf any liability nor in any way pledge or purport to pledge our credit or to make any contract binding on us; you may resell the service provided that you have paid our charges and that you do so based on your own technical and legal responsibility; you must not purport or claim that the resale is a resale of our service; you must at all times clarify that you are selling connections or bandwidth from your own network; you will hold us indemnified against any claims from a party to whom you have resold.
You shall indemnify us and keep us indemnified and hold us harmless from and against any breach by you of these terms of business and any claim brought against us by a third party resulting from the provision of services by us to you and your use of the services and the server including, without limitation, all claims, actions, proceedings, losses, liabilities, damages, costs, expenses (including reasonable legal costs and expenses), howsoever suffered or incurred by us in consequences of your breach or non-observance of this Agreement.
We make no representation that the domain name you wish to register is capable of being registered by or for you or that it will be registered in your name. You should therefore not assume registration of your requested domain name(s) until you have been notified that it has or they have been registered. Any action taken by you before such notification is at your risk. The registration and use of your domain name is subject to the terms and conditions of use applied by the relevant naming authority. You shall have no right to bring any claim against us in respect of refusal to register a domain name or cancellation of the domain name by the relevant naming authority. We shall have no liability in respect of the use by you of any domain name; any dispute between you and any other person must be resolved between the parties concerned in such dispute. If any such dispute arises, we shall be entitled. at our discretion and without giving any reason, to withhold, suspend or cancel the domain name. We shall also be entitled to make representations to the relevant naming authority but will not be obliged to take part in any such dispute. We shall not release any domain to another provider unless full payment for that domain and any other services provided has been received by us. We will only refund a domain name registration charge in the event that the naming authority refuse to register your chosen domain name.
On termination of this agreement or suspension of the services we shall be entitled immediately to block your web site and to remove all data located on it. We shall be entitled to delete all such data but we may, at our discretion, hold such data for such period as we may decide to allow you to collect it at your expense, subject to payment in full of any amounts withstanding and payable to us. We shall further be entitled to post such notice in respect of the non-availability of your Web Site as we think fit.
If we waive a breach of contract by you, that waiver is limited to the particular breach. Any delay by us in acting upon a breach is not to be regarded in itself as a waiver. This Contract may be terminated by either party on giving at least 30 days notice to the other.
We are not liable for any breach of this contract or liable for any delay or failure in performance of any part of these conditions and its commitments when caused as a result of force majeur, war, civil disorder, industrial disputes, inclement weather, acts of local or central government or other competent authorities, and failure by other service providers. You acknowledge that we have no control over the information transmitted via the service and that we do not examine the use to which you put the service or the nature of the information you are sending or receiving. We hereby exclude all liability of any kind for the transmission or reception of information of whatever nature. We are not in any way liable in contract or otherwise for loss whether direct or indirect of business, revenue or profits, anticipated savings or wasted expenditure, corruption or destruction of data or for any indirect or consequential loss whatsoever. Our total aggregate liability to you for any claim in contract, tort, negligence or otherwise arising out of or in connection with the provision of the Services shall be limited to the charges paid by you in respect of the services which are the subject of any such claim. In any event no claim shall be brought unless you have notified us of the claim within one year of it arising.
You may assign all or part of this contract to any other party only with the prior written agreement of us. We reserve the right to assign all or part of this contract at any time to any subsidiary or associate company of Inglepine Software Ltd.
We reserve the right to determine eligibility for any product or service that which has a restricted availablility. We are not obliged to reveal our reasons if we determine that you are ineligible for a particular restricted product or service.
This Agreement shall be governed by and construed in accordance with the laws of Northern Ireland.