creative design for web, print & app development
We work with you to create websites, print and apps with style and visual impact. Our experience across the sull range of media allows us to optimise graphics for each individual requirement, be that a website, corporate brochure, exhibition graphics or product photography.
We build websites to be fully responsive from the ground up, from iOS and Android through to Safari, Edge, Chrome, Firefox and Internet Explorer, ensuring your website looks brilliant on any device and maximising the audience for your products and services.
We build website to run smoothly and intuitively - but a great looking website will only be successful if it runs reliably and works 100% of the time. We're available 7 days a week throughout the year to give your website the support it needs to keep you leading your field.
Coates English Willow- visit website -
Halse South West- visit website -
Quantum Cryogenics- visit website -
Queens College- visit website -
Pardoes Solicitors- visit website -
Barnyard Aluminium- visit website -
Bishopstrow International College- visit website -
David Pipe Racehorse Trainer- visit website -
Staffor & Coomber- visit website -
The Children's Emporium- visit website -
We provide full graphic design and print services for anything from a stylish business card and company flyers through to perfect bound corporate brochures.
Search Engine Optimisation (SEO) is the program of increasing the number and quality of visitors to your website by improving your website rankings in the algorithmic search engine results. In plain English, we get you onto page 1 of Google!
We build stylish website that are easy for our clients to manage and update themselves. Fully responsive, they are built to detect the device they are being viewed on, giving the optimum experience to all viewers.
We have years of experience in both commercial and private photographic assignments, from onsite industrial projects through to event coverage. This is backed up by extensive in-house photography services, with our own large indoor studio and the very latest studio lighting.
This document describes the terms and conditions that any customer agrees to when purchasing or using services from Blueshift Internet ("Blueshift").
This document, and all agreements between Blueshift and any other party will be governed by English law and we will be regulated by English Courts.
The "customer" means any person who orders a product from Blueshift and includes anyone who completes an electronic order form requesting a product from Blueshift, or confirms the requirement for products or services via telephone or email. This extends to cover website orders, domain name registrations, hosting and email service, print design, printed matter, retained services and consultancy. Any customer must be able make the appropriate decision to purchase any product with a legal basis for doing so, including but not limited to being aged over 18 (or have the consent of a parent), being the person empowered within the respective organisation for doing so and not being barred by any other means.
"We" and "us" refer to Blueshift. The phrases "us"; "we" and "the company" extend to cover any persons who we choose to appoint as working for Blueshift. The phrases "Blueshift", Blueshift Internet" and "Blueshift Internet Services" are interchangeable and mean the same for the purposes of this document.
"Service" refers to any product or service provided by Blueshift independent of the amount if any of fees paid for the service or product.
"Provide" means deliver to the end user - "the customer" by Blueshift or any other means where Blueshift may or may not be the originator or manufacturer of the product or service. Blueshift may subcontract or use any other company, individual or organisation at any time to deliver the product or service to the customer and the customer will be required to accept all terms and conditions from the service provider chosen by Blueshift.
This document along with all other material produced by Blueshift may be revised, updated, removed or modified at any time without notice.
"Registering" extends to cover ordering a registration via completing an order (either by telephone, fax, e-mail, web site or other communication).
A "name" or "domain name" includes any top-level domain name such as domain.co.uk or domain.com offered for sale at any time in the past, present or future by Blueshift.
When registering a domain name, or purchasing any service from Blueshift, the customer agrees to the following conditions in addition to the above:
1) That they are legally and morally entitled to use the specified domain name or other product;
2) There is no civil or criminal objection to the name or use of the product;
3) They will not re-sell without permission any of the products;
4) They will not re-brand or otherwise remove the copyright, trademarks, credits or other messages from or for Blueshift or any other organisation;
5) That the information they provide is correct and true to the best of their knowledge;
6) That they will notify Blueshift when any of the information changes;
7) That they are operating with the full consent of the parents if aged under 18, or that they have full consent and are empowered to do so by the organisation for which they are registering a name;
8) That the domain name and any other services will be used for a legal and moral purpose in the country for which the product is aimed at use within, and that it meets any internationally-accepted agreements / requirements, this includes Web Sites that are capable of being displayed in more than one country;
9) That the domain name and any services provided by Blueshift will be used solely for content appropriate to all age groups, opinions, race, religion or other group and does not discriminate or contain any offensive content (which includes racist, sexist, illegal, pornographic, adult, defamatory or any other definition that we choose to use at any time.)
10) As far as possible within law, where necessary, the product may differ slightly from that shown on the order form, web site, verbal or emailed specification, but will be of an equal or greater value than that agreed and will still be suitable for the purpose in which it was intended and be of acceptable merchantable quality in our opinion.
11) The customer agrees to send all payment for any service they request from Blueshift within 14 days from receipt of the product, service or invoice whichever occurs sooner. Full payment must be received by either BACS cheque, cash, or other acceptable cleared funds in UK Sterling.
12) Blueshift will endeavour to confirm that the customer is entitled to trade with us and that the customer is allowed to order any product including domain name registrations prior to actioning the order. However, we cannot be held responsible if the transaction has been fraudulently commenced by the customer without our knowledge. To the best of our knowledge the transaction occurs in good faith.
13) When requesting, ordering, purchasing, or otherwise procuring a web site service from Blueshift, all material given to Blueshift will be original and not subject to any dispute or other problems, legal or civil and the customer agrees that this situation is not likely to occur in the future, (and has not occurred in the past) to the best of the customer's knowledge. Any material given to Blueshift may be published on the internet.
14) For hosting, domain name registrations and all related services except web site design and promotion we may subcontract services, technical support & maintenance services. The customer acknowledges this and agrees to all of the terms and conditions imposed by the contracted service, suchas Nominet UK, Network Solutions /TuCows and its associated service providers.
Blueshift may refuse sale to any individual person, company or other organisation at any time for any reason.
Blueshift and any of its suppliers (this includes any domain name registration companies / organisations that Blueshift chooses to use to provide services) may remove, terminate, suspend or otherwise modify the service at any time without reason provided that there is a justifiable reason for doing so. This includes a breach of any of the above terms and conditions as well as any other action that Blueshift or its suppliers or any other organisation or individual decides requires it.
Blueshift may withdraw any special promotional offer at any time for any reason.
The customer agrees that Blueshift may use any of the details that the customer passes to us for marketing reasons.
Any persons referred to in content given to Blueshift by the customer such as photographs or other media has the consent of the associated persons referred to in the media for internet publication.
When content has been agreed by the customer and/or given to Blueshift by the customer, in any dispute regarding the content of the web site, domain name, or other service provided by Blueshift, the customer agrees to indemnify Blueshift as far as possible and to accept all responsibility for the web site content.
Blueshift does not accept any responsibility for any action beyond its control that may affect the customer's services. This includes act of God, or other social, political or technological problem. The customer agrees to arrange any required insurance or other actions necessary to cover problems that may occur and not to hold Blueshift responsible.
The customer will notify Blueshift of any issue relating to the above if and as soon as they occur.
Hosting is the storage of the files and any services needed to run the customer's website. These may or may not be accessible from the internet. Blueshift recommends hosting all services for The Customer's website(s) and will provide this as an option to the customer. If the customer does not require hosting, they must inform Blueshift before asking the website to go live and also provide us with a medium to store the web site on within a reasonable time at Blueshift's discretion. The hosting will start from the date the customer agrees that the web site can "go live" on the internet, whether or not on the client's domain name. The payment is required in advance for the year. Customers can pay annually, monthly or quarterly or any other period the customer chooses at Blueshift's sole discretion. Hosting may include e-mail services and storage of the customer's website files only. These must only be required for the website and are capable of being displayed in a website browser. We reserve the right to modify, remove or disable access to (or delete) any files the customer stores if the files breach our or any of our ISP's terms and conditions or other agreement, any outstanding payment(s), or for any other reasonable purpose. There is no bandwidth restriction but Blueshift reserves the right to disable any website which is adversely affecting the other sites on our ISP; or if Blueshift (or any of our ISP's / associated companies & brand names) feel a customer is using an unreasonable amount of bandwidth or services. This may be done without warning at any time. Should payment not be received the service may be disabled within 7 days and all content removed without notice. The service is not guaranteed to be available 100% of the time. There will be a requirement for our ISPs to make upgrades resulting in temporary periods of service loss. This will occur without warning at any time but will be for the shortest possible time and of reasonable duration. There is no guarantee of e-mail or any other service security. None of the products/services provided by Blueshift should be used for mission critical purposes. Blueshift may stop any or all services at any time for any reason, should the interruption be permanent, a refund or other reimbursement will be given entirely at Blueshift's discretion.
Blueshift may refuse sale to any individual, person or party for any reason. Full support in the form of E-Mail will be provided with all packages and Blueshift will respond as soon as reasonable. Where possible, telephone support will normally provided during reasonable hours. This may be to an 0870 or geographic number for which all costs are incurred by The Customer. The availability of telephone support is not guaranteed. Our websites and websites we produce for customers may contain third party links to sites that are not operated or hosted by Blueshift or by you, the customer, or any of our associated companies. We are not responsible for the content of any third party linked site, nor for the content provided to us by you, the customer.
The customer agrees to check all material supplied to Blueshift copyright infringement or other legal issues, as well as suitability for publication by Blueshift on the internet and agrees to indemnify Blueshift from any liability associated with their content. It will not be Blueshift's responsibility to check that this has been completed.
Like most organisations/ISPs we may use log files. This includes internet protocol (IP) addresses, browser type, internet service provider (ISP), referring/exit pages, platform type, date/time stamp, and number of visits / clicks to analyze trends, administer the site, track user's movement in the aggregate, and gather broad demographic information for aggregate use. IP addresses, etc. are not linked to personally identifiable information. All of this information may be disclosed to clients of Blueshift but will not be personally identifiable.
1.1 In this agreement, the following terms shall have the following meanings:
Acceptance Date: is the date on which (i) the Website is completed by the Company, (ii) the Company informs the Customer that the Services are ready for use, or (iii) the Customer uses the Services
live, whichever is the earlier;
Acceptance Letter: the letter or email from the Company identifying the Services being provided to the Customer;
Business Day: any day (other than a Saturday or Sunday) when banks are generally open for business in London; Change Control Procedures: the procedures set out in Schedule 1;
Charges: the charges in respect of the Services provided in writing by Company together with any charges arising from the Change Control Procedures;
Company: Blueshift Internet, Higher Listock, Wrantage, Taunton, Somerset, TA3 6DP;
Customer: the person firm or company to whom Company has
agreed to provide Services;
Domain Name: the domain name to be provided as part of the Services (if any);
Existing Software: any software owned by or licensed to the Customer at the date of this Agreement;
Intellectual Property Rights: all intellectual property rights wherever in the world arising, whether registered or unregistered (and including any application), including copyright, know-how, confidential information, trade secrets, business names and domain names, trade marks, service marks, trade names, patents, petty patents, utility models, design rights, semi-conductor topography rights, database rights and all rights in the nature of unfair competition rights or rights to sue for passing off;
Materials: any documentation provided to the Customer by Company from time to time;
Personal Data: shall have the meaning given in the Data Protection Act 1998;
Services: the services to be provided by Company as detailed in writing by Company;
Specification: the specifications provided by the Customer and agreed with the Company;
Support: the support of the Software to be provided as part of the Services (if any) as defined in Schedule 2;
Third Party Products: hardware or software (not written by Company) required for the Services, to be supplied by others; and Web site: the web site to be provided as part of the Services (if any).
1.2 Clause headings are included in this agreement for ease of reference only and shall not affect the interpretation or construction of this agreement.
1.3 Where the context admits or requires, words in the singular include the plural and vice versa.
1.4 References to
include(s) shall be deemed to mean
including without limitation and
1.5 These Terms and Conditions apply to the provision of any goods or services by Company.
1.6 The Company will supply the Services, to the Customer.
1.7 Where the Services include the registration of a domain name, the Company shall act as the Customer's agent to register the Domain Name in the Customer's name. If any services remain unpaid after the due date of the invoice then the Company reserves the right to transfer ownership of any domain name or product to the Company and/or seek reimbursement of any outstanding fees. If a domain name renewal remains unpaid the domain name will expire and be made available for public registration by a third party.
1.8 The Customer acknowledges that Company's ability to provide the Services is dependent upon the full and timely co-operation of the Customer (which the Customer agrees to provide) as well as the accuracy and completeness of any information and data the Customer provides to Company. Accordingly, the Customer shall:
(a) provide the Company with access to, and use of, all information, data and documentation reasonably required by the Company for the performance by the Company of its obligations under this agreement;
(b) Unless otherwise agreed in writing, prior to quoting, the price quoted for all web site/design projects is based on using the client's existing corporate identity, branding or logos. Alternatively, a new logo or corporate identity can be created at a cost to be negotiated.
(c) provide such equipment or access to the Customer's equipment as the Company may reasonably require;
(d) make available such staff and facilities as the Company may reasonably request;
(e) comply with reasonable instructions or directions by the Company from time to time in respect of the Services;
(f) conform to such protocols and standards as are issued from time to time in respect of the use of the Internet or the Services;
(g) renew any registration of any Domain Name(s) registered by the Customer themselves;
(h) fully indemnify the Company against any costs and claims from any third party resulting from the Customer's acts or omissions in respect of the Services; and
(i) comply with all applicable legislation (including but not limited to matters arising under the Data Protection Act 1998 and the Regulation of Investigatory Powers Act 2000 and their equivalents in other European jurisdictions).
1.9 The Customer agrees that it will not (and will ensure that its employees, agents and sub-contractors do not) use the Services for unlawful purposes or in breach of English or other law, including but is not limited to:
(a) any act or omission which will or is likely to infringe the intellectual property rights of a third party;
(b) the transmission, display, downloading or uploading of any material or text which is or is likely to be construed as defamatory, offensive,
STANDARD TERMS AND CONDITIONS OF SALE
abusive, obscene or which will or is likely to cause unnecessary anxiety or inconvenience to a third party;
(c) use of the Services in any way which is or is likely to violate or infringe the rights of any individual, firm or company in the United Kingdom or elsewhere;
(d) sending or procuring the sending of unsolicited advertising or promotional material;
(e) failing to comply with any instructions given by the Company for reasons of health, safety or the quality of Company's telecommunications carrier's telecommunications services or our system; or
(f) using the Services in anyway that will or is likely to make excessive use of Company's (or Company's supplier's) network (including but not limited to sending unsolicited messages or ?spamming').
1.10 If the Customer receives notification from the Company or any third party that any material on a web site or other system hosted by the Company is defamatory, in breach of copyright or illegal the Customer will inform the Company immediately and, if so requested, remove the same.
All print items will be proofed via PDF to the Client. Any errors in printed jobs must be notified in writing within 7 days of delivery to our regular email address or by post to our regular postal address. Verbal notification or notification after 7 days from delivery will not be accepted for scrutiny for claimed error(s). In the abscence of written notification to the contrary within 7 days of delivery, print matching the last supplied proof will be deemed correct and without error.
If Support is included in the Services then (unless otherwise specified in the Services or the Specification) it shall be provided with effect from the Acceptance Date in accordance with Schedule 2.
If hosting is included in the Services then (unless otherwise specified in the Services or the Specification) it shall be provided in accordance with Schedule 3.
Files used to display the web site can be supplied on request once full payment for any outstanding fees has been received by the Company. These are the files required to display the website, but does NOT include Origination Files, Content Management System Files (CMS Files) or Administration Area Files (see below).
Origination Files, Content Management System Files (CMS Files) or Administration Area Files are not included as part of the product or service, and are NOT supplied on completion of the project unless the Company permits this and the client then chooses to pay an additional 40% of the total product or service cost. This includes file types suchas Quark (.qxd), Adobe Indesign (.indd), Adobe Illustrator (.ai), Adobe (Macromedia) Dreamweaver (.dwt, .html, .php, .asp, .cfm etc), Adobe (Macromedia) Flash (.fla), Adobe (Macromedia) Fireworks (.png) and any other file that Blueshift deems an origination file.
Each website may use multiple databases to run the website. Databases can be exported and supplied to the customer for a fee of £185 + VAT per database. This fee applies each time the database export is requested, and payment must be made in full before the database is supplied to the customer or permitted third party.
THIRD PARTY PRODUCTS
Where Third Party Products are required for the use of the Company in connection with the Services then the Customer will be responsible for the provision of licences (as well as, if needed, a licence or licences in the name of Company) of these Products. The Company gives no warranty in respect of such Third Party Products and will not be responsible for the maintenance of the same.
CHARGES AND PAYMENT
1.11 The Company shall levy Charges (by the submission of invoices in accordance with clause 8.5 below) in respect of the Services in accordance with these terms and contitions. Such Charges (where they are not expressed to be fixed fees) shall be calculated upon a time and materials basis at Company's current rates as provided to the Customer or as agreed between the parties from time to time.
1.12 The Company shall during the term of this agreement maintain accurate and up-to-date records of the time spent by its staff upon the Services.
1.13 The Customer shall pay a deposit of 50% of the Charges to the extent such Charges are agreed (the Deposit) within 28 Business Days prior to the commencement of the Services, which shall be non refundable.
1.14 Subject to clause 8.3, the Customer shall pay the balance of the Charges on the Acceptance Date, on completion of the project or when the service is set live, whichever is sooner.
1.15 The Customer shall pay the balance of any Charges levied within 14 days of receipt of invoice.
1.16 All Charges are exclusive of VAT.
1.17 If the Customer fails to pay any amount payable by it under this agreement, the Company shall be entitled but not obliged to charge the Customer interest on the overdue amount, payable by the Customer on demand, from the due date up to the date of actual payment, after as well as before judgment, at the rate of 2% per annum above the base rate for the time being of Barclays Bank Ltd. Such interest shall accrue on a daily basis and be compounded quarterly. The Company reserves the right to claim interest under the Late Payment of Commercial Debts (Interest) Act 1998.
1.18 If the Customer fails to pay any sum due under this agreement or any other agreement between the Company and the Customer on its due date then the Company shall be entitled to immediately suspend
all work or Services including any licence(s) granted until payment is made. Any costs or expenses incurred by reason of such delay shall be charged to the Customer.
1.19 Without prejudice to the company's right to charge interest on late payments and any other incurred charges; as well as the customer's rights (if any) to cancel the contract; for purchases over £1,000 exclusive of VAT, a guarantee (such as credit card) may be required which the customer is to provide in order to proceed with their order. The purpose of this will be to safeguard the recovery of the value of your contract for goods or services in the event of non, or late payment of invoices.
1.20 We accept a wide variety of payment types. Payment by certain methods (e.g. credit/debit card) may incur a fee of approx 3.4% which will be added to the customer's fee if this payment method is chosen.
1.21 Each of the parties warrants to the other that it has full power and authority to enter into and perform this agreement.
1.22 The warranties set out in this clause shall not apply to the extent any failure to perform is caused by any documentation supplied by the Customer.
1.23 The Customer acknowledges that the Existing Software is its own responsibility and that the Company gives no warranty in respect of the same.
1.24 The Customer warrants that it has complied with its internal authority systems and that either purchase orders do not need to be raised or if they do, they will be raised immediately upon execution of this agreement.
1.25 Without prejudice to the foregoing the Company does not warrant that the operation of the Services (including the Web site) will be uninterrupted or error free.
1.26 Without prejudice to the foregoing the Company does not warrant the position at which the Web site will appear in the search engine results. Unless set out in the Specifications the Web site shall not be specifically
tailored to the development and/or improvement of the Web site search engine rankings.
1.27 This agreement sets out the full extent of Company's obligations and liabilities in respect of the supply of the Services. All conditions, warranties or other terms concerning the Services which might otherwise be implied into this agreement or any collateral contract (whether by statute or otherwise) are hereby expressly excluded.
LIMITATION OF REMEDIES AND LIABILITY
1.28 Nothing in this agreement shall operate to exclude or limit the Company's liability for:
(a) death or personal injury caused by its negligence;
(b) any breach of the terms implied by section 12 of the Sale of Goods Act 1979 or section 2 of the Supply of Goods and Services Act 1982;
(c) fraud; or
(d) any other liability which cannot be excluded or limited under applicable law.
1.29 The Company shall not be liable to the Customer for any damage to software, damage to or loss of data, loss of profit, anticipated profits, revenues, anticipated savings, goodwill or business opportunity, or
for any indirect or consequential loss or damage.
1.30 The Company will be liable to the Customer for damage to the tangible property of the Customer resulting from the negligence of the Company or its employees but the same shall be limited to the sum of £250.
1.30 Subject to clauses 10.1 and 10.3, the Company's aggregate liability in respect of claims based on events in any calendar year arising out of or in connection with this agreement or any collateral contract,
whether in contract or tort (including negligence) or otherwise, shall in no circumstances exceed 100% of the total Charges payable by the Customer to Company under this agreement in that calendar year.
1.31 Except in respect of claims falling within clause 1.30, the Company shall have no liability to the Customer in respect of any claim under this agreement unless the Customer shall have served notice of the same upon Company within one year of the date when the claim arose or the date when the Customer should reasonably have become aware of the same.
1.32 Search Engine Optimisation (SEO). The Company can not be held liable for the positions of the Customers website(s) in any search engine or portal.
1.33 Search Engine Optimisation (SEO) is carried out on a best efforts basis and The Company offers no guarantee or promise whatsoever of particular results or rankings in any search engine.
1.34 Search Engine Optimisation (SEO) is non-refundable. The Customer can terminate the Search Engine Optimisation (SEO) service with 30 days notice.
1.35 No claim can be brought against The Company for changes in any search engine position(s) whether or not The Company is engaged for Search Engine Optimisation (SEO).
1.36 The Company reserves the right to maintain confidentiality on the methods & techniques used to influence Search Engine positions/rankings and any aspect of the Search Engine Optimisation (SEO) service it provides.
INTELLECTUAL PROPERTY RIGHTS
1.40 Except as set out below, all Intellectual Property Rights created pursuant to this agreement shall belong to the Company. Blueshift retains the Intellectual Property Rights to all products and services unless otherwise agreed to in writing with the client.
1.41 The Customer shall indemnify the Company against all damages, losses and expenses arising as a result of any action or claim that the documentation supplied by the Customer or the Existing Software infringe Intellectual Property Rights of a third party.
1.42 For the avoidance of doubt time shall not be of the essence and the Company shall incur no liability to the Customer in respect of any failure to complete the Services by the date specified.
1.43 The Customer will indemnify the Company against all claims or costs that may be incurred by the Company in using the data supplied by the Customer for any purpose.
TERM AND TERMINATION
1.49 This agreement shall (subject to earlier termination pursuant to this clause) terminate automatically on completion of the provision of the Services and payment of all outstanding sums. Additional fees for Origination Files have no termination date, and will therfore apply at any point in the future.
1.50 Either party may terminate the supply of any Services that are being provided on a time and materials basis by giving 30 days notice to the other. This will only apply to a product, service or domain name that has been paid for in full. During any period of notice Company shall be entitled to continue working on a time and materials basis. Due to staff level management and/or sector exclusivity privilege, clients with an ongoing retained services package or support services package are required to continue payments for three full months after the month in which notice is served, whether they choose to continue using that service or not. Hosting and domain name services run for a fixed 12 month period and are non-refundable unless cancelled prior to the renewal date. Renewal dates for hosting services are stated on each invoice. Search Engine Optimisation (SEO) programmes run for a minimum period of 12 months.
1.51 Support and update services shall continue to be provided by the Company at the originally quoted rate (unless subject to routine price increases or additions to the service provided) until the Customer serves notice as detailed in point 1.50 of these Terms & Conditions.
1.52 Either party may terminate this agreement immediately at any time by written notice to the other party if:
(a) that other party commits any material breach of its obligations under this agreement which (if remediable) is not remedied within 14 (fourteen) days after the service of written notice specifying the breach and requiring it to be remedied; or
(b) that other party ceases to trade (either in whole, or as to any part or division involved in the performance of this agreement) or becomes insolvent or unable to pay its debts within the meaning of the
insolvency legislation applicable to that party.
1.53 On expiry or termination of this agreement, all provisions of this agreement will cease to have effect, save that any provision which can reasonably be inferred as continuing or is expressly stated to continue shall continue in full force and effect.
1.54 Upon termination the Customer shall pay all Charges in respect of the Services completed and each party will return to the other all documents and other materials belonging to the other. In the instance of non payment or overdue payment of invoices, the product, service or domain name(s) become the property of the Company, Blueshift.
1.55 Subject to clause 15.2, any request to change the scope of the Services shall be processed in accordance with the Change Control Procedure set out in Schedule 1.
1.56 If the Customer instructs the Company to change the scope of the Services, the Company shall be authorised to carry out such change without adopting the Change Control Procedure provided that any
additional Charges relating to such change in the scope of the Services does not exceed 100% of the Charges.
1.57 For the purposes of this agreement, "Force Majeure Event" shall mean any event arising which is beyond the reasonable control of the affected party (including any industrial dispute affecting any third
party, governmental regulations, fire, flood, disaster, civil riot or war).
1.58 A party who becomes aware of a Force Majeure Event which gives rise to or which is likely to give rise to any failure or delay in performing its obligations under this agreement shall forthwith notify the other and shall inform the other of the period for which it is estimated that such failure or delay shall continue. The affected party shall take reasonable steps to mitigate the effect of the Force Majeure Event.
1.59 For the purposes of this agreement, "Confidential Information" shall mean all information whether technical or commercial (including all specifications, drawings, designs, disclosed in writing, on disc,
orally or by inspection of documents or pursuant to discussions between the parties), where the information is identified as confidential on disclosure or ought reasonably to be considered confidential given the nature of the information or the circumstances of disclosure.
1.60 Each party shall protect the Confidential Information of the other party against unauthorised disclosure by using the same degree of care as it takes to preserve and safeguard its own confidential information of a similar nature, being at least a reasonable degree of care.
1.61 Confidential Information may be disclosed by the receiving party to its employees, affiliates and professional advisers, provided the recipient is bound to keep the Confidential Information received
1.62 The obligations set out in this clause shall not apply to Confidential Information which the receiving party can demonstrate:
(a) is or has become publicly known other than through breach of this
(b) was in possession of the receiving party prior to disclosure by the other party;
(c) was received by the receiving party from an independent third party who has full right of disclosure;
(d) was independently developed by the receiving party; or
(e) was required to be disclosed by governmental authority, provided that the party subject to such requirement to disclose, gives the other prompt written notice of the requirement.
1.63 The obligations of confidentiality in this clause shall not be affected by the expiry or termination of this agreement.
NOTICES AND CONTACT DETAILS
1.64 A notice given under this agreement:
(a) must be sent in the case of the Company, for the attention of the person, and to the address or e-mail address given in this clause (or such other person, address, or e-mail address as the receiving party
may have notified to the other), such notice to take effect 5 days from the notice being received; and
(b) must be delivered personally, sent by e-mail, sent by pre-paid firstclass post, recorded delivery or registered post or (if the notice is to be served or posted outside the country from which it is sent) sent
by registered airmail:
(c) The addresses for service of notice for the Company:
Address: Higher Listock, Wrantage, Taunton, TA3 6DP
Telephone: 01823 491491
1.65 A notice is deemed to have been received if delivered personally, at the time of delivery, in the case of e-mail, at the time of transmission provided a confirmatory copy is sent by first-class pre-paid post or by
personal delivery before the end of the next Business Day, in the case of pre-paid first class post, recorded delivery or registered post, 48 hours from the date of posting or in the case of registered airmail, 5 days from the date of posting.
1.66 To prove service it is sufficient to prove that the notice was transmitted to the e-mail address of the relevant party or, in the case of post, that the envelope containing the notice was properly addressed and posted.
1.67 Save as set out below, all media releases, public announcements and public disclosures by either party relating to this agreement or its subject matter, including promotional or marketing material, shall be
co-ordinated with the other party and approved jointly by the parties prior to release.
1.68 The Customer agrees to truthfully respond to a reasonable number of requests for references as to the performance of the Company under this agreement.
1.69 The Customer will make reference to the Company appropriately when any citation of commissioned work is made by the Customer.
1.70 The Company shall be entitled to prepare and distribute a press release about, and marketing materials referring to, this agreement, provided that no confidential information of the Customer shall be included.
1.71 Neither party shall, during this agreement, or within 6 months of its termination, whether on behalf of itself or a third party, solicit or seek to entice away any employee of the other. In the event of breach of
this clause the party in default shall pay the other a sum equal to six months gross pay of the employee concerned, such sum being a preestimate of the cost of recruitment and training a replacement.
1.72 Neither party may assign this agreement without the prior written consent of the other party, such consent not to be unreasonably withheld or delayed.
1.73 Save as set out in this clause, neither party shall have any remedy in respect of any untrue statement (whether written or oral) made to it upon which it relied in entering into this agreement
Misrepresentation), and neither party shall have
any liability other than pursuant to the express terms of this
agreement. Nothing in this agreement shall exclude or limit either
party's liability for any Misrepresentation made knowing that
it was untrue. Each party's liability for Misrepresentation as
to a fundamental matter, including as to a matter fundamental
to that party's ability to perform its obligations
under this agreement, shall be subject to the limit set out in clause 1.38.
1.74 This agreement is made for the benefit of the parties to it and is not intended to benefit, or be enforceable by, anyone else. The right of the parties to terminate, rescind, or agree any amendment, variation, waiver or settlement under, this agreement is not subject to the consent of any person who is not a party to the agreement.
1.75 All disputes or differences which may arise between the Company and the Customer in respect of the construction or effect of this agreement or the rights duties and liabilities of the parties hereunder or any matter or event connected with or arising out of this agreement shall be referred, in the first instance to a mediator. If the dispute is not resolved then the matter shall be referred to an expert for determination and such expert shall be chosen by agreement and, in default of agreement, by the President of the Law Society.
1.76 The person so appointed shall act as an expert and not as an arbitrator whose decision (including as to costs) shall, except in the case of manifest error, be final and binding upon the Company and the Customer.
VARIATION AND WAIVER
1.77 Any variation of this agreement must be in writing and signed by or on behalf of both parties.
1.78 A waiver of any right under this agreement is only effective if it is in writing and it applies only to the party to whom the waiver is addressed and the circumstances for which it is given. No waiver shall be implied by taking or failing to take any other action.
1.79 Unless specifically provided otherwise, rights arising under this agreement are cumulative and do not exclude rights provided by law.
1.80 If any provision (or part of a provision) of this agreement is found by any court or administrative body of competent jurisdiction to be invalid, unenforceable or illegal, the other provisions will remain in force.
1.81 If any invalid, unenforceable or illegal provision would be valid, enforceable or legal if some part of it were deleted, the provision will apply with whatever modification is necessary to give effect to the
commercial intention of the parties.
GOVERNING LAW AND JURISDICTION
1.82 This agreement and any disputes or claims arising out of or in connection with its subject matter are governed by and construed in accordance with the law of England.
1.83 The parties irrevocably agree that the courts of England have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this agreement.
SCHEDULE 1 CHANGE CONTROL PROCEDURE
1. The Company and the Customer shall discuss any changes proposed by the other and such discussion shall result in either:
a. a written request for a change by the Customer; or
b. a written recommendation for a change by the Company;
or, if neither the Customer nor the Company should wish to submit a request or recommendation, the proposal for the change will not proceed.
2. Where a written request for a change is received from the Customer, the Company shall, unless otherwise agreed, submit a Change Control Note (
CC Note) to the Customer within the
between them or, if no such period is agreed, within 5 Business
from the date of receipt of such request for a change, or inform
Customer that the Company is not able to comply with such written
request for a change.
3. A written recommendation for a change by the Company shall be submitted as a letter direct to the Customer at the time of such recommendation.
4. Each letter shall contain:
a. the title of the change;
b. the originator and the date of the request or recommendation for the change;
c. the reason for the change;
d. reasonable details of the change, including any specifications and user facilities;
e. the price, if any, of or associated with the change;
f. a timetable for implementation ;
g. the impact, if any, of the change on other aspects of the agreement in question, including (but not restricted to) the Charges, any dates for completion of any Service, the contractual documentation, and staff resources.
SCHEDULE 2 CONSULTANCY
The Services (as described herein) are supplied in accordance with the Company's standard terms and conditions of sale.
Terms used in this Support Services description shall have the same meaning as given in the Company's standard terms and conditions of sale.
Services shall mean the services described in detail below provided by the Company to the Customer.
This covers projects where the Company provides consultancy support to troubleshoot, diagnose and/or resolve a Customer's IT problem either on or off site.
Work can include reinstalling software such as the Customer's operating system, or MS Office, or hardware upgrades / replacement.
Definitions in use in this document
Callout ? The Company's arrangement to travel to the Customer's premises at the Customer's request and the booking of an appointment into the Company's diary. Note that this is non-refundable unless a full 24 hours notice is provided. This fee includes all necessary travel to attend the appointment.
Appointment time ?The estimated arrival time of an engineer to visit and resolve the problem on site. All times are estimates and it is expected that a
window of 45 minutes should be provided either
side of the
appointment time to allow for environmental/operational factors
can cause a delay to the engineer's arrival and are often
Engineer- Member of staff who, in the opinion of the Company, can complete the work within their competency to the satisfaction of the Customer or independent third party. The Company will allocate whichever engineer is available to perform the work but all engineers allocated will of course be able to complete the work within their competency to a high standard.
Resolution - A successful fix or acceptable work-around to address an issue experienced by the Customer.
Consultancy time on site ?Advice and support, or work to resolve an issue which is usable on site by the Customer, usually an engineer visit.
Consultancy time off site ? The use of remote desktop support / telephone instructions or advice by E-Mail etc.
Per hour charges ? The use of up to one hour of an engineer's time. Minimum 1 hour charge, but all subsequent hours are broken into 30 minute intervals which are separately charged. All time spent at a the Customer's premises is chargeable.
Brief: (For troubleshooting work)
Upon receipt of the Customer's initial query, the Company will need to
identify the nature of the problem including:
A full description of the problem
Any error messages being experienced,
When the problem first arose ?e.g. after any hardware device/software
When the problem normally occurs ?e.g. when accessing the internet
Who the supplier of the service (eg. Broadband ISP) is
The operating system and software being used ?e.g. Windows XP / MS
The hardware being used and any network connection
Whether the system is part of a home, office workgroup, corporate LAN
or other configuration
Any recent work done to resolve the problem or past investigations
Whether the problem is intermittent or permanent.
The Company may also need to know more about the system to fully
identify the problem. It is the Customer's responsibility to co-operate
fully, provide the correct necessary information and should such
information be inaccurate or missing the Customer will be liable for all
additional time incurred by the Company.
Brief: For upgrades or new installations.
If the Customer requests that the Company upgrade their existing
system the Company will require full details of the current system
including the number of PCs in use, the operating system, any servers
in operation, the software being used and a description of the use being
made of the system.
The Company will also require details of the expected use/lifecycle of
the software and hardware e.g. does the Customer receive new
proprietary software each year for their business operations or does the
IT requirement remain static?
Next the Company will need to know the desired level of new
functionality and the funds/timescale available to achieve this.
Any shortcomings from information provided may result in additional
time/cost being incurred.
The Company may choose to provide a no obligation audit/consultation
and this is strongly recommended. Often the Company will do this free of
charge. However, the Company will be under no obligation to offer the
audit for free. On such occasions, the Company will of course inform the
Customer of the cost prior to starting the audit.
For all work the Company will also require:
All CDs/media/manuals for software installed on the PC including the
operating system and any service packs.
The licence key/code for all software applications.
The Customer agrees to identify the Company for any infringement of such
licences as software will be installed in good faith if provided to the
Company. It shall not be the Company's responsibility to check for licence
The Company may choose to repair hardware or software either in-situ at
the Customer'spremises or collect the equipment for further diagnostic
work taking place in our offices/workshops, at the Company's discretion.
Should it be necessary in the Company's opinion for equipment be
collected for specialist work, such as hardware repair/upgrade or
connection to our LAN, the Customer agrees that it may be worked on in
our workshop where it will be covered by our office contents insurance
policy up to a maximum value of ?1,000.
The Company may require access to the Customer's premises to perform
the work and this may be for a number of hours or days. The Customer
agrees to have all necessary access, security clearance and insurance
(e.g. public liability cover) in place to facilitate this, in advance of and
during the complete duration of the work and to comply with any request or
instruction issued by the engineer relating to the equipment or work.
Should an engineer attend the Customer's premises, but not be able to
gain access/perform the work due to circumstances not within the
Company's control e.g. locked doors, the callout and any time used will be
chargeable. Should access not be possible for 15 minutes, the engineer
may be reallocated to another customer and the appointment rescheduled.
The Company aims to provide an accurate resolution timescale however
unforeseen problems, project creep and additional customer requirements
may extend the time required to complete the work.
Data and backups:
The Company aims to always do everything in its power to safeguard
and/or recover data from Customer IT equipment. However, it is the
Customer's responsibility to ensure that they keep at least two current
backups which provide the Customer with all necessary information to
restore their data should a total loss occur. This applies both to their
internal IT / PC systems as well as their web site data / online shop
Prior to work commencing either on or off site, the Customer agrees that
they have performed a full backup which has been verified and is
accessible should data need to be restored.
The Company shall not be required to work on any of the following
systems and by using these Services the Customer agrees that the IT
equipment is not used for any of the following purposes:
1) Medical, healthcare or other system where injury or death to a
person may occur as a result of changes to the IT system.
2) Financial or live trading systems where significant/cumulative
financial loss may occur as a result of changes to the IT
3) Oil or petrochemical related industry
4) Mission-critical systems
5) Chemical, biological, radiological or nuclear industries
6) Any location or industry where a risk may be present to any of
The Customer agrees that in the course of resolving problems, repairing
PCs or otherwise investigating your issue, it may sometimes be
necessary for a complete system shutdown or reinstallation of the
hardware or software to occur. It is possible, this may result in the hard
disc drive(s) being erased and all data being permanently destroyed. In
such event, the Company aims to inform the Customer (where possible)
prior to this being done. The Customer agrees to indemnify and hold
harmless the Company in that such event and also agrees that the
Company is not liable for loss of business, consequential, direct or
indirect losses such as profits, or valuable information directly or
indirectly as a result of loss of data, information or system performance.
Where a server, network or PC has been configured with a backup
solution, it is the Customer's responsibility to ensure that they act to
safeguard their own data. Any automated backup facility is provided for
the client's convenience. It may be necessary for customers to start,
stop, reconfigure or respond to the backup software / tape media or other
necessary components from time to time and it will not be the
Company's responsibility to do this.
Tape media will need periodic replacement to operate efficiently.
Dependent on the Customer's industry, it may be a requirement for any
equipment in use in the Customer's premises to be safety tested
annually or after another period of time. This sometimes includes for
example, care homes, hotels, schools etc. The Company will not
undertake to do this work and it is the Customer's sole responsibility to
organise electrical checks in accordance with all of their other electrical
appliances should it be required. It is the Customer's responsibility to
ensure that all equipment is located safely on their premises and
checked for electrical safety for the safety of themselves and our
In the case of support contracts, the Company aims to monitor proactively
and respond re-actively to Customer's IT needs and provide an
included time allowance for this on a monthly or annual payment basis.
The support covers the time (only) for: Hardware repairs, software
configuration, technical support advice to the Customer, internet access
and MS Office queries as well as any industry standard Microsoft
software within the competency of the Company's staff. It does not cover
support which is delivered from a third party such as the Customer's
broadband provider, or bespoke/customised/specialist or non-Microsoft
software used by the Customer.
The Company aims in the case of support/retainer contracts to provide
the Customer with a priority appointment in the event that one is
Where time is included, unused time from one month can be carried
forward at the Company's discretion one or two months dependent on
the contract type in operation. However, after this time, all unused time is
lost and cannot be refunded, replaced or used.
Travel costs are not included in retainer/support contracts and the time
may be used on or off site for any mutually agreed purpose within the
Company's IT service range/staff competencies.
Cancellation requires a minimum of three month's notice. Should
payment not be received the service will be immediately cancelled and
any payments that have been received to date are forfeited.
SCHEDULE 3 DOMAIN NAME AND HOSTING SERVICES
The Services (as described herein) are supplied in accordance with the
Company's standard terms and conditions of sale.
Terms used in this Domain Names & Hosting Services description shall
have the same meaning as given in the Company's standard terms and
conditions of sale.
Services shall mean the services described in detail below provided by
the Company to the Customer.
The Services may be delivered by a carefully chosen partner of the
Company. Where the Company delivers the Services through a carefully
chosen partner the terms and conditions of service of such partner shall
form part of the agreement between the Company and the Customer.
In some instances the Company offers unlimited use of the Services
unlimited use in this context means that the
Services must be
used in a fair and reasonable manner, in the opinion of the Company,
which is not detrimental to the operation of the Company or its
staff/customers/services. To facilitate this the Company or its partner(s)
may maintain very large ratios of bandwidth and disc space per
customer. In rare cases, the Company or its partners may find a
customer to be using server resources to such an extent that he or she
may jeopardize server performance and resources for other customers.
In such instances, the Company and its partners reserve the right to
impose the High Resource User Policy for the consideration of all
customers and/or immediately suspend or cancel all or some of the
Services the Company provides to the Customer.
The Company or its partners may implement the following policy at their
or its partners' sole discretion:
When a website is found to be monopolising the resources available the
Company and its partners reserve the right to suspend delivery /
provision of the Services immediately and without prior notice. This
policy is only implemented in extreme circumstances and is intended to
prevent the misuse of the Services.
Resources Use: The Customer agrees to use any resources such as
web space, bandwidth, FTP / E-Mail, domain names (intangible) and
any tangible or other asset(s) etc. provided to him/her for the agreed
reason only and not for any other use. All use will be minimised as far
as possible and a full account of resource usage provided upon request
in a timely manner.
Communication, data and use of services.
The Company may listen to, monitor, intercept and/or block, disable, or
destroy any communication at any time without notice in accordance
with the law and its data protection / information security policy if the
Company believes a breach of policy, contract or this agreement has or
is likely to occur, or if the Company believes the use is immoral, unjust,
illegal, pornographic or defamatory or extends beyond reasonable use
of the Services.
Data storage, collection, and data protection (e.g. from hosting
The Customer agrees to keep backups of all data they may add to their webspace.
It will be the Customer's sole responsibility to do this.
The Company may reasonably decide to remove/delete/destroy at any
time any data/information held by it without notification/disclosing the
reason if the Company believes it to be in breach of any part of its data
protection policy, this agreement, is morally or otherwise undesirable to
the Company without notice, whether that information is related to a
project or is personal. For example hosting of personal web site files /
Customer information may be stored/kept on file electronically in
accordance with the data protection act and the Company's policy,
registration and legislation for example for the purposes of staff
administration, investigation or other requirements by the Company or
an outside official agency.
Information on web site traffic, statistics, usage and bandwidth may be
stored analysed and used for marketing purposes by the Company.
Domain name registration:
Domain names are registered in good faith and it is the Customer's sole
responsibility to check for copyright or other intellectual property
Should a domain name be decided, specified or agreed it will then be
checked for availability. Such availability is not within the Company's
control and the Customer cannot be sure of effective registration until a
confirmation is received by the appropriate naming authority and paid for
All domain names are registered for a period of one year and will renew
Should payment not be received the domain name will be cancelled and
will become available for registration. The Company may also choose to
exercise its right to retain ownership of any domain name(s) that remain
unpaid and either sell or rent these domain name(s) to any other person
Should the Customer not confirm that that they wish to renew the domain
name 28 days prior to each anniversary of registration, or be unavailable
to respond to the Company about this, the domain name will expire and
will become available for registration.
All domain names are registered directly with the registry and the registry
may choose to decline registration of a name, or others may object. Such
issues are directly between the Customer and the individual or
organisation who challenges the registration.
Certain domain names have restrictions and pre-requisites. It is the
Customer's sole responsibility to check these and ensure they meet the
Web space type/platform:
The Customer may choose from Unix (Linux) or Windows hosting.
Items such as .NET, red hat variants etc. may incur an additional charge.
It may be possible to change platform during the term of the agreement
between the Company and the Customer but the Company will be under
no obligation to do so when requested by the Customer and an additional
fee may be charged. If no preference is specified the Company will
usually provide Linux Unix hosting.
E-Mail / Spam
If the Company provides e-mail services to the Customer, such E-Mail
use is limited to 1000MB storage for standard IMAP/POP3 e-mail accounts (except
advanced hosted email accounts where the use is limited to 25000MB).
SMTP outgoing mail server access is provided only for customers using
our dial-up / broadband services and only for E-Mail addresses / accounts
the Company approves in advance.
It is the Customer's responsibility to arrange for SMTP mail with their ISP
if they are not using our internet access services.
Any customer found to be sending unsolicited mail (
or in the
opinion of the Company is not making a fair and legitimate use of the
Services will have the relevant Services immediately suspended /
cancelled without refund or notice.
The Company offers this service upon request for an additional fee to
customers who would like their incoming mail scanned for viruses and
spam/junk mail prior to it being delivered to their E-Mail box. This can
often significantly reduce junk mail sent to the Customer from third party
Please be advised that this Service is provided in good faith. This Service
may delete mail which is legitimate as well as junk as it is not 100%
accurate. The Customer agrees to inform the Company of any
or approved / blocked senders in advance to prevent this and the
Company cannot be liable should messages be deleted by the system in
Storage of data
No data the Customer stores on its systems can be adult/pornographic in nature, illegal, illicit, immoral, copyright infringing, defamatory or otherwise undesirable in the opinion of the company or a third party.
Where a hosting space is quoted, this space includes statistics gathered for the Customer and is of the size quoted. The size is in Gigabytes where 1 GB = 1,024 MB.
Passwords for email accounts should be kept securely by the Customer. It is not the Company's responsibility to keep records of such information.
we) are committed to protecting and respecting your privacy.
This policy sets out the basis on which any personal data we collect from you, or that you provide to us, will be processed by us. Please read the following carefully to understand our views and practices regarding your personal data and how we will treat it.
1. Information we may collect from you
1.1 We may collect and process the following data about you:
1.1.1 information that you provide by filling in forms on our website. This includes information provided at the time of registering an account, purchasing services from us or requesting further services. We may also ask you for information when you report a problem with our site or the services you have purchased;
1.1.2 if you contact us letter or email, we may keep a record of that correspondence;
1.1.3 if you contact us by telephone, we may record our telephone conversation for training purposes and, if you are asking us to provide you with the use of a dedicated hosting server, for the purposes of proving your request;
1.1.4 we may also ask you to complete surveys that we use for research purposes, although you do not have to respond to them;
1.1.5 details of transactions you carry out through our site and of the fulfilment and administration of your orders; and
1.1.6 details of your visits to our site including, but not limited to, traffic data, location data, weblogs and other communication data, whether this is required for our own billing purposes or otherwise and the resources that you access and use.
2. IP addresses and cookies
2.1 We may collect information about your computer, including where available your IP address, operating system and browser type, for system administration and to report aggregate information to our advertisers. This is statistical data about our users' browsing actions and patterns, and does not identify any individual.
2.2 For the same reason, we may obtain information about your general Internet usage by using a cookie file which is stored on the hard drive of your computer. Cookies contain information that is transferred to your computer's hard drive. They help us to improve our site and to deliver a better and more personalised service. They enable us:
2.2.1 to estimate our audience size and usage pattern;
2.2.2 to store information about your preferences, and so allow us to customise our site according to your individual interests;
2.2.3 to speed up your searches; and
2.2.4 to recognise you when you return to our site.
3. Where we store your personal data
3.1 The personal data that we collect from you will be stored on our servers inside the European Economic Area (
3.2 Where we have given you (or where you have chosen) a password which enables you to access certain parts of our site, you are responsible for keeping this password confidential. We ask you not to share a password with anyone.
3.3 Unfortunately, the transmission of information via the Internet is not completely secure. Although we will do our best to protect your personal data, we cannot guarantee the security of your data transmitted to our site; any transmission is at your own risk. Once we have received your information, we will use strict procedures and security features to try to prevent unauthorised access.
4. Uses made of the information
4.1 We use information held about you in the following ways:
4.1.1 to ensure that content from our site is presented in the most effective manner for you and for your computer;
4.1.2 to provide you with information, products or services that you request from us or which we feel may interest you, where you have consented to be contacted for such purposes;
4.1.3 to carry out our obligations arising from any contracts entered into between you and us;
4.1.4 to allow you to participate in interactive features of our service, when you choose to do so;
4.1.5 to notify you about changes to our service.
4.2 If you have placed an order for our services, we will use the information we hold to send you our regular newsletter. This newsletter is our primary method of communicating with you and will inform you of changes to our site, notify you of planned outages and updates to our services, and keep you informed about our services generally. By placing an order for our services, you consent to us using the information we hold about you in this way.
4.3 If you are an existing customer, we will only contact you by electronic means (e-mail or SMS) with information about goods and services similar to those which were the subject of a previous sale to you.
5. Disclosure of your information
5.1 We may disclose your personal information to any member of our group, which means our subsidiaries, our ultimate holding company and its subsidiaries, as defined in UK Companies Act 2006.
5.2 We may disclose your personal information to third parties:
5.2.1 in the event that we sell or buy any business or assets, in which case we may disclose your personal data to the prospective seller or buyer of such business or assets; or
6. Disclosure of your information
6.1 You have the right to ask us not to process your personal data for marketing purposes. We will usually inform you (before collecting your data) if we intend to use your data for such purposes or if we intend to disclose your information to any third party for such purposes. You can exercise your right to prevent such processing by checking certain boxes on the forms we use to collect your data. You can also exercise the right at any time by contacting us at Blueshift, The Design Centre, Higher Listock Farm, Wrantage, Taunton, Somerset, TA3 6DP.
6.2 Our site may, from time to time, contain links to and from the websites of our partner networks, advertisers and affiliates. If you follow a link to any of these websites, please note that these websites have their own privacy policies and that we do not accept any responsibility or liability for these policies. Please check these policies before you submit any personal data to these websites.
7. Access to information
7.1 The Act gives you the right to access information held about you. Your right of access can be exercised in accordance with the Act. Any access request may be subject to a fee of ?10 to meet our costs in providing you with details of the information we hold about you.
If you are unsatisfied with the service you have received, and you have not been able to reach a resolution via email or telephone support, you can make a formal complaint by writing to the relevant department at the following address, including your account information, and detailing the outstanding complaint.
The Design Centre
Higher Listock Farm
We will acknowledge your complaint within 5 working days, an investigation will be carried out into the issues raised and a full response will be provided within ten working days. Where the issue is particularly complex it may take longer to respond. If this is likely, we will provide information on the action which will be taken and advise when you can expect a full response.
For Nominet registered .uk domain names we apply the nominet terms and conditions, which are noted here.
Escalation process for UK domain names:
If you would like to escalate your complaint regarding a UK domain name you may make a complaint to Nominet via this link: http://www.nominet.uk/disputes/complaining-about-registrar/complaints-procedure
Domain name related abuse:
If you need to make us aware of any domain name related abuse please contact us at the details above or email us at: email@example.com.
1. AGREEMENT. In this Registration Agreement (
your refer to the registrant of each domain name registration,
our refer to Tucows Inc. and
Services refers to the domain name registration provided by us as offered through Heart Internet, the Registration Service Provider (
Reseller). This Agreement explains our obligations to you, and explains your obligations to us for the Services.
2. SELECTION OF A DOMAIN NAME. You represent that, to the best of the your knowledge and belief, neither this registration of a domain name nor the manner in which it is directly or indirectly to be used infringes upon the legal rights of a third party and, further, that the domain name is not being registered for nor shall it at any time whatsoever be used for any unlawful purpose whatsoever.
3. FEES. As consideration for the Services, you agree to pay Reseller the applicable service(s) fees. All fees payable hereunder are non-refundable. As further consideration for the Services, you agree to: (1) provide certain current, complete and accurate information about you as required by the registration process, and (2) maintain and update this information as needed to keep it current, complete and accurate. All such information shall be referred to as account information (
Account Information). By submitting this Agreement, you represent that the Account Information and all other statements put forth in your application are true, complete and accurate. Both Tucows and the Registry reserve the right to terminate your domain name registration if: (i) information provided by you or your agent is false, inaccurate, incomplete, unreliable, misleading or otherwise secretive; or (ii) you have failed to maintain, update and keep your Account Information true, current, complete, accurate and reliable. You acknowledge that a breach of this Section 3 will constitute a material breach of our Agreement which will entitle either us or the Registry to terminate this agreement immediately upon such breach without any refund and without notice to you.
4. TERM.This Agreement will remain in full force during the length of the term of your Domain Name Registration as selected, recorded, and paid for upon registration of the Domain Name. Should you choose to renew or otherwise lengthen the term of your Domain Name Registration, the term of this Registration Agreement will be extended accordingly. Should the domain name be transferred to another Registrar, the terms and conditions of this contract shall cease.
5. MODIFICATIONS TO AGREEMENT. You agree that either we or the Registry may: (1) revise the terms and conditions of this Agreement; and (2) change the services provided under this Agreement. You agree to be bound by any such revision or change which shall be effective immediately upon posting on our web site or upon notification to you by e-mail or your country's postal service pursuant to the Notices section of this Agreement. You agree to review this Agreement as posted on our website periodically to maintain an awareness of any and all such revisions. If you do not agree with any revision to the Agreement, you may terminate this Agreement at any time by providing us with notice by e-mail or postal service pursuant to the Notices section of this Agreement. Notice of your termination shall be effective after processing by us. You agree that, by continuing the use of Services following notice of any revision to this Agreement or change in service(s), you shall be bound by any such revisions and changes. You further agree to be bound by the ICANN Uniform Dispute Resolution Policy (
Dispute Policy) as presently written and posted on http://www.icann.org/udrp/udrp-policy-24oct99.htm and as such shall be amended from time to time. You acknowledge that if you do not agree to any such modifications, you may request that your domain name be deleted from the domain name database.
6. MODIFICATIONS TO YOUR ACCOUNT. In order to change any of your account information with us, you must use your Account Identifier and Password that you selected when you opened your account with us. You agree to safeguard your Account Identifier and Password from any unauthorized use. In no event shall we be liable for the unauthorized use or misuse of your Account Identifier or Password.
7. DOMAIN NAME DISPUTE POLICY. If you reserved or registered a domain name through us, or transferred a domain name to us from another registrar, you agree to be bound by the Dispute Policy that is incorporated herein and made a part of this Agreement by reference. The current version of the Dispute Policy may be found at http://www.icann.org/udrp/udrp-policy-24oct99.htm. Please take the time to familiarize yourself with this policy.
8. DOMAIN NAME DISPUTES. You agree that, if the registration or reservation of your domain name is challenged by a third party, you will be subject to the provisions specified in the Dispute Policy. You agree that in the event a domain name dispute arises with any third party, you will indemnify and hold us harmless pursuant to the terms and conditions contained in the Dispute Policy. For any dispute, you agree to submit to the jurisdiction of you, the registrant's domicile, and the courts where we, Tucows, are located.
9. POLICY. You agree that your registration of the domain name shall be subject to suspension, cancellation, or transfer pursuant to a Tucows, Registry, ICANN or government-adopted policy, or pursuant to any registrar or registry procedure not inconsistent with a Tucows, Registry, ICANN or government-adopted policy, (1) to correct mistakes by us or the Registry in registering the name or (2) for the resolution of disputes concerning the domain name.
10. AGENCY. Should you intend to license use of a domain name to a third party you shall nonetheless be the domain name holder of record and are therefore responsible for providing your own full contact information and for providing and updating accurate technical and administrative contact information adequate to facilitate timely resolution of any problems that arise in connection with the domain name. You shall accept liability for harm caused by wrongful use of the domain name. You represent that you have provided notice of the terms and conditions in this Agreement to any third party licensee and that the third party agrees to the terms hereof.
11. ANNOUNCEMENTS. We reserve the right to distribute information to you that is pertinent to the quality or operation of our services and those of our service partners. These announcements will be predominately informative in nature and may include notices describing changes, upgrades, new products or other information to add security or to enhance your identity on the Internet.
13. INDEMNITY. You agree to release, indemnify, and hold us, our contractors, agents, employees, officers, directors and affiliates and VeriSign, Inc., and its directors, officers, employees, agents and affiliates harmless from all liabilities, claims and expenses, including attorney's fees, of third parties relating to or arising under this Agreement, the Services provided hereunder or your use of the Services, including without limitation infringement by you, or someone else using the Service with your computer, of any intellectual property or other proprietary right of any person or entity, or from the violation of any of our operating rules or policy relating to the service(s) provided. You also agree to release, indemnify and hold us harmless pursuant to the terms and conditions contained in the Dispute Policy. When we are threatened with suit by a third party, we may seek written assurances from you concerning your promise to indemnify us; your failure to provide those assurances may be considered by us to be a breach of your Agreement and may result in deactivation of your domain name. This indemnification obligation will survive the termination or expiration of this Agreement.
14. TRANSFER OF OWNERSHIP. The person named as registrant on the WHOIS shall be the registered name holder. The person named as administrative contact at the time the controlling user name and password are secured shall be deemed the designate of the registrant with the authority to manage the domain name. You agree that prior to transferring ownership of your domain name to another person (the
Transferee) you shall require the Transferee to agree, in writing to be bound by all the terms and conditions of this Agreement. Your domain name will not be transferred until we receive such written assurances or other reasonable assurance that the Transferee has been bound by the contractual terms of this Agreement (such reasonable assurance as determined by us in our sole discretion) along with the applicable transfer fee. If the Transferee fails to be bound in a reasonable fashion (as determine by us in our sole discretion) to the terms and conditions in this Agreement, any such transfer will be null and void.
15. BREACH. You agree that failure to abide by any provision of this Agreement, any operating rule or policy or the Dispute Policy provided by us, may be considered by us to be a material breach and that we may provide a written notice, describing the breach, to you. If within thirty (30) calendar days of the date of such notice, you fail to provide evidence, which is reasonably satisfactory to us, that you have not breached your obligations under the Agreement, then we may delete the registration or reservation of your domain name. Any such breach by you shall not be deemed to be excused simply because we did not act earlier in response to that, or any other breach by you.
16. NO GUARANTY. You acknowledge that registration or reservation of your chosen domain name does not confer immunity from objection to the registration, reservation or use of the domain name.
17. DISCLAIMER OF WARRANTIES. You agree that your use of our Services is solely at your own risk. You agree that such Service(s) is provided on an
as available basis. We expressly disclaim all warranties of any kind, whether express or implied, including but not limited to the implied warranties of merchantability, fitness for a particular purpose and non-infringement. We make no warranty that the Services will meet your requirements, or that the Service(s) will be uninterrupted, timely, secure, or error free; nor do we make any warranty as to the results that may be obtained from the use of the Service(s) or as to the accuracy or reliability of any information obtained through the Service or that defects in the Service will be corrected. You understand and agree that any material and/or data downloaded or otherwise obtained through the use of Service is done at your own discretion and risk and that you will be solely responsible for any damage to your computer system or loss of data that results from the download of such material and/or data. We make no warranty regarding any goods or services purchased or obtained through the Service or any transactions entered into through the Service. No advice or information, whether oral or written, obtained by you from us or through the Service shall create any warranty not expressly made herein.
18. INFORMATION. As part of the registration process, you are required to provide us certain information and to update us promptly as such information changes such that our records are current, complete and accurate. You are obliged to provide us the following information:
(i) Your name and postal address (or, if different, that of the domain name holder);
(ii) The domain name being registered;
(iii) The name, postal address, e-mail address, and voice and fax (if available) telephone numbers of the administrative contact for the domain name; and
(iv) The name, postal address, e-mail address, and voice and fax (if available) telephone numbers of the billing contact for the domain name.
Any other information, which we request from you at registration, is voluntary. Any voluntary information we request is collected such that we can continue to improve the products and services offered to you through your Reseller
19. DISCLOSURE AND USE OF REGISTRATION INFORMATION. You agree and acknowledge that we will make domain name registration information you provide available to ICANN, to the registry administrators, and to other third parties as applicable. You further agree and acknowledge that we may make publicly available, or directly available to third party vendors, some, or all, of the domain name registration information you provide, for purposes of inspection (such as through our WHOIS service) or other purposes as required or permitted by ICANN and applicable laws.
You hereby consent to any and all such disclosures and use of, and guidelines, limits and restrictions on disclosure or use of, information provided by you in connection with the registration of a domain name (including any updates to such information), whether during or after the term of your registration of the domain name. You hereby irrevocably waive any and all claims and causes of action you may have arising from such disclosure or use of your domain name registration information by us.
You may access your domain name registration information in our possession to review, modify or update such information, by accessing our domain manager service, or similar service, made available by us through your Reseller.
We will not process data about any identified or identifiable natural person that we obtain from you in a way incompatible with the purposes and other limitations which we describe in this Agreement.
We will take reasonable precautions to protect the information we obtain from you from our loss, misuse, unauthorized accessor disclosure, alteration or destruction of that information.
20. REVOCATION. Your wilful provision of inaccurate or unreliable information, your wilful failure promptly to update information provided to us, or any failure to respond to inquiries by us addressed to the email address of the registrant, the administrative, billing or technical contact appearing in the
WHOIS directory with respect to a domain name concerning the accuracy of contact details associated with the registration shall constitute a material breach of this Agreement and be a basis for cancellation of the domain name registration. Any information collected by us concerning an identified or identifiable natural person (
Personal Data) will be used in connection with the registration of your domain name(s) and for the purposes of this Agreement and as required or permitted by the ICANN Agreement or an ICANN/Registry Operator policy.
21. RIGHT OF REFUSAL. We, in our sole discretion, reserve the right to refuse to register or reserve your chosen domain name or register you for other Services. In the event we do not register or reserve your domain name or register you for other Services, or we delete your domain name or other Services within such thirty (30) calendar day period, we agree to refund your applicable fee(s). You agree that we shall not be liable to you for loss or damages that may result from our refusal to register, reserve, or delete your domain name or register you for other Services.
We reserve the right to delete or transfer your domain name within a thirty (30) day period following registration if we believe the registration has been made possible by a mistake, made either by us or by a third party.
22. SEVERABILITY. You agree that the terms of this Agreement are severable. If any term or provision is declared invalid or unenforceable, that term or provision will be construed consistent with applicable law as nearly as possible to reflect the original intentions of the parties, and the remaining terms and provisions will remain in full force and effect.
23. NON-AGENCY. Nothing contained in this Agreement or the Dispute Policy shall be construed as creating any agency, partnership, or other form of joint enterprise between the parties.
24. NON-WAIVER. Our failure to require performance by you of any provision hereof shall not affect the full right to require such performance at any time thereafter; nor shall the waiver by us of a breach of any provision hereof be taken or held to be a waiver of the provision itself.
25. NOTICES. Any notice, direction or other communication given under this Agreement shall be in writing and given by sending it via e-mail or via regular mail. In the case of e-mail, valid notice shall only have been deemed to be given when an electronic confirmation of delivery has been obtained by the sender. In the case of e-mail notification to us or to Reseller to firstname.lastname@example.org or [Insert E-mail Address for Reseller] or, in the case of notice to you, at the e-mail address provided by you in your WHOIS record. Any e-mail communication shall be deemed to have been validly and effectively given on the date of such communication, if such date is a business day and such delivery was made prior to 4:00 p.m. EST, otherwise it will be deemed to have been delivered on the next business day. In the case of regular mail notice, valid notice shall be deemed to have been validly and effectively given 5 business days after the date of mailing and, in the case of notification to us or to Reseller shall be sent to:
TUCOWS Inc. Registrant Affairs Office 96 Mowat Avenue Toronto, Ontario M6K 3M1 Attention: Legal Affairs
and in the case of notification to you shall be to the address specified in the
Administrative Contact in your WHOIS record.
26. ENTIRETY. You agree that this Agreement, the rules and policies published by us and the Dispute Policy are the complete and exclusive agreement between you and us regarding our Services. This Agreement and the Dispute Policy supersede all prior agreements and understandings, whether established by custom, practice, policy or precedent.
27. GOVERNING LAW. THIS AGREEMENT SHALL BE GOVERNED BY AND INTERPRETED AND ENFORCED IN ACCORDANCE WITH THE LAWS OF PROVINCE OF ONTARIO AND THE FEDERAL LAWS OF CANADA APPLICABLE THEREIN WITHOUT REFERENCE TO RULES GOVERNING CHOICE OF LAWS. ANY ACTION RELATING TO THIS AGREEMENT MUST BE BROUGHT IN ONTARIO AND YOU IRREVOCABLY CONSENT TO THE JURISDICTION OF SUCH COURTS.
28. INFANCY. You attest that you are of legal age to enter into this Agreement.
29. FORCE MAJEURE. You acknowledge and agree that neither we nor the Registry shall be responsible for any failures or delays in performing our respective obligations hereunder arising from any cause beyond our reasonable control, including but not limited to, acts of God, acts of civil or military authority, fires, wars, riots, earthquakes, storms, typhoons and floods.
30. FOREIGN LANGUAGE: Controlling Language. In the event that you are reading this agreement in a language other than the English language, you acknowledge and agree that the English language version hereof shall prevail in case of inconsistency or contradiction in interpretation or translation.
31. ACCEPTANCE OF AGREEMENT. YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND AGREE TO ALL ITS TERMS AND CONDITIONS. YOU HAVE INDEPENDENTLY EVALUATED THE DESIRABILITY OF THE SERVICE AND ARE NOT RELYING ON ANY REPRESENTATION AGREEMENT, GUARANTEE OR STATEMENT OTHER THAN AS SET FORTH IN THIS AGREEMENT.