Terms & Conditions
TERMS AND CONDITIONS FOR HOSTING AND DOMAIN SERVICES
These Terms and Conditions apply to all Agreements made between us Rivergrid
Limited (“the Company”) and you (“the Client”) where we are supplying Services
to you and should be read in conjunction with the Order Confirmation. When you
order our Services or log into or update your Client Account you are deemed to
have read and agreed to these Terms and Conditions.
DEFINITION OF TERMS
"Agreement" is the Agreement between the Company and the Client for the
provision of Services by the Company to the Client
“Business Address” is the normal trading address for the Company
"Business Days" are days which do not include Saturday or Sunday or public
holidays or bank holidays in England and Wales
"Business Hours" are 9am to 5pm on Business Days
“Client Account” is the Account identified by an Order ID Number setup and
maintained on the Company’s server to provide Services to the Client under the
Agreement
"Client Materials" are any text, images, data that the Client provides to the
Company for use by the Company in providing the Services subject to the
Agreement including any website the Client requires to be hosted by the Company
"Client’s System" is any software and any hardware used by the Client in respect
of the Services
"Intellectual Property Rights" are any and all patents, trade marks, service
marks, copyright, moral rights, rights in design, know-how, confidential
information and any or all other intellectual property rights whether or not
registered or capable of registration and whether subsisting in the United
Kingdom or any other part of the world together with all or any goodwill
relating to the same
"Domain Purchases" are services for purchasing domain names provided by the
Company to the Client under the Agreement
"Domain Purchases Period" is the period for which domain names are purchased by
the Client
"Hosting Services" are website hosting services provided by the Company to the
Client under the Agreement
“Hosting Services Period” is a period of one year from the date of commencement
of the Hosting Services
“Order Confirmation” is the e-mail the Client will receive on receipt of the
Client’s order and full payment in cleared funds
“Order ID Number” is the number assigned to the Client to identify the Client
Account on the Company’s Server
“Services” are the Hosting Services and the Domain Purchases
"Support Services" are the Support and maintenance services provided to the
Client as specified in these terms and conditions.
1. THE COMPANY’S OBLIGATIONS
1.1 THE SERVICES
The Company and the Client have agreed that the Company will supply to the
Client the Services described on the Order Confirmation.
1.2 ACCEPTANCE OF ORDERS
The Client’s order through the Company’s website will only be accepted by the
Company when the Company sends to the Client the Order Confirmation. Until the
Client receives the Order Confirmation there will not be a binding contract
between the Client and the Company. Any information on the Company’s website or
the Client filling in details or clicking any button or icon indicating the
Client is making an order does not, and is not intended to, constitute a binding
contract between the Client and the Company.
1.3 PROVIDING THE SERVICES
1.3.1 The Services are described or referred to on the Order Confirmation. The
Company will use all reasonable endeavours to provide the Services in accordance
with any timescale set out on the Order Confirmation, but will not be liable to
the Client where it fails to meet any timescale set out despite using all
reasonable endeavours.
1.3.2 The Company may at any time modify any or all of the Services and will
endeavour to give the Client reasonable notice of any such modification, where
reasonably practicable.
1.3.3 The Company may without prejudice to its other rights and remedies and at
its own discretion suspend any part of or all of the Hosting Services to the
Client either temporarily or permanently without liability, on the occurrence of
any or all of the following events:
1.3.3.1 notified, or in an emergency unscheduled, upgrade or maintenance of the
Company’s IT systems;
1.3.3.2 issue of any order which is binding on the Company and which affects the
Hosting Services;
1.3.3.3 if the Client fails to pay any part of or all sums owing to the Company
when they fall due;
1.3.3.4 if any event occurs where the Company deems it appropriate to terminate
its Agreement with the Client;
1.3.3.5 if the bandwidth used by a Client in relation to the Hosting Services
exceeds the agreed or stipulated level and the Company must suspend the Hosting
Services to that Client to protect any or all Hosting Services provided to other
Clients;
1.3.3.6 if the size of an e-mail or mailing list used by a Client exceeds the
agreed or stipulated size, level or frequency and the Company must suspend the
Hosting Services to that Client to protect any or all Hosting Services provided
to other Clients;
1.3.3.7 failure or deficiencies in the Client’s System including but not limited
to hardware, server corruption and security breaches;
1.3.3.8 the Company discovering or being informed that the Client has purchased
Hosting Services for any exclusively adult content, illegal download, or 'warez'
websites.
1.3.4 If the Company suspends provision of the Hosting Services in accordance
with clause 1.3.3.3, it will only be obliged to recommence provision of the
Hosting Services during Business Hours and once the Client has paid all relevant
outstanding sums in cleared funds.
1.3.5 The Company will endeavour to carry out the Services with reasonable care
and skill. If any part of the Services is performed negligently or in breach of
the provisions of these Terms and Conditions then, on the Client’s request, the
Company will re-perform the relevant part of the Services. The Company will not
be liable to re-perform any part of the Services which has been performed
negligently or in breach of these Terms and Conditions unless the Client
notifies the Company by e-mail through the support service or by post to the
Company’s business address.
1.4 SUPPORT SERVICES
1.4.1 The Company will provide Support Services to the Client upon the terms and
conditions set out in part 1.4 of these Terms and Conditions.
1.4.2 Any obligation to provide Support Services will not extend to:
1.4.2.1 rectification of lost or corrupted data;
1.4.2.2 faults arising from the Client's failure to comply with the Company’s
instructions regarding the use of the Services;
1.4.2.3 faults attributable to the use or interaction of other systems or
software which are not compatible with the Company’s systems or software.
1.4.3 The Company reserves the right to charge its standard charge out rates
(rates available on request) for the carrying out any remedial work required by
the Client.
1.4.4 The Company will use all reasonable endeavours to provide Support Services
in accordance with the Agreement.
1.4.5 The Company operates a help service to provide assistance to the Client in
relation to the Client's use of the Services and for the identification and
correction of problems. The help service can be requested by the Client and will
be provided by the Company by e-mail through a support ticket system or such
other system as is notified by the Company from time to time.
1.4.6 If a problem arises for a Client, the following procedure will be
followed:
1.4.6.1 the Client must notify the Company of the problem as described under
clause 1.4.5;
1.4.6.2 the Client will receive an automated e-mail from the Company
acknowledging the Client’s notification of the problem;
1.4.6.3 the Client will provide such information and assistance as the Company
reasonably requires in connection with such problem;
1.4.6.4 the Company will analyse the problem and use its reasonable endeavours
to rectify the problem or propose a solution in connection with the problem,
within a reasonable period of time of being notified of the same under clause
1.4.5.
1.5 LIABILITY
1.5.1 The Company’s total liability to the Client for any direct loss, damage or
expenses arising under common law or statute as a result of any act omission or
negligence by the Company shall be limited to the price the Client has paid to
the Company for the Services.
1.5.2 The Company will not be liable to the Client for any indirect or
consequential loss, damage or expenses (including loss of profits, business or
goodwill) howsoever arising.
1.5.3 Any limitation of liability shall not apply in respect of personal injury
or death.
2. THE CLIENT’S OBLIGATIONS
2.1 PRICE
The price for the Services is as stated on the Order Confirmation.
2.2 WHEN AND HOW PAYMENT IS TO BE MADE
2.2.1 The Client must make payment at the time of placing their order. The
Company will not be able to provide the Services until it has received payment
in cleared funds into its bank account.
2.2.2 The Company does not provide credit facilities.
2.3 PROVISION OF CLIENT MATERIALS
2.3.1 The Client will provide the Company with those Client Materials identified
on the Order Confirmation within a reasonable time period taking account of the
Company’s obligations under the Agreement. The Client warrants that the Client
Materials will be accurate in all material respects and will not knowingly
include material which is illegal, the accessing, holding, transmitting or
supplying of which would be a criminal offence or which is otherwise unlawful or
in breach of any applicable law or code of practice applying to such materials.
In particular, the Client warrants that all necessary licences, consents and
waivers (including those from rights owners, performers and other contributors)
are obtained and paid for by the Client. Without prejudice to the foregoing, the
Company may decline to use any Client Materials on any reasonable grounds.
2.3.2 The Client will supply in a timely manner all information, instructions,
review and feedback reasonably required by the Company in connection with the
performance of its obligations under the Agreement or will appoint a
representative who is fully empowered and authorised to provide the same.
2.3.3 The Company reserves the right to suspend any part or all of the Services
if the Client is in breach or the Company reasonably believes the Client is in
breach of its obligations under clauses 2.3.1 and 2.3.2.
2.4 TRIAL PERIOD AND CANCELLATION
2.4.1 The Client may cancel the Hosting Services within 30 calendar days of the
date on which payment was made for the Hosting Services. The Client can only
cancel the Hosting Services by e-mail through the support ticket system or by
post to the Company’s business address.
2.4.2 Subject to compliance with the provisions of 2.4.1 the Client will receive
a full refund of payment made for the Hosting Services.
2.4.3 Orders for Domain Purchases may not be cancelled under any circumstances.
2.5 RENEWING HOSTING SERVICES AND DOMAIN PURCHASES
2.5.1 The Client will receive automated e-mail reminders to renew their Domain
Purchases and/or their subscription to the Hosting Services.
2.5.2 If the Client does not renew their subscription to the Hosting Services at
least 7 calendar days before the end of the Hosting Period the Hosting Services
will be automatically cancelled on the first day after the end of the Hosting
Period.
2.5.3 If the Client does not renew their Domain Purchases at least 7 calendar
days before the end of the Domain Purchases Period their domain names will
automatically become available for third parties to purchase.
2.6 TERMINATING HOSTING SERVICES
2.6.1 The Client may terminate the Hosting Services at any time by giving the
Company 7 calendar days notice. The Client may only cancel the Hosting Services
by e-mail through the support ticket system or by post to the Company’s business
address. If the Client terminates the Hosting Services orally the Client must
confirm the oral cancellation in writing and send it to the Company as specified
in this clause or cancellation will not be accepted.
2.6.2 No refund will be given for payments already made for Hosting Services.
2.7 CLIENT’S INDEMNITY
The Client will fully indemnify the Company against all actions, demands, costs
(on a full indemnity basis), losses, penalties, damages, liability, claims and
expenses (including legal fees) whatsoever incurred by it and arising from any
of the following:
2.7.1 breach of the Agreement, negligence or other default by the Client or the
Client’s employees, agents or subcontractors;
2.7.2 the operation or break down of any IT systems owned or used by the Client
including the Client’s System;
2.7.3 breach of Intellectual Property Rights by the Client or the Client’s
employees, agents or subcontractors;
2.7.3 breach of clause 2.3.1;
2.7.4 the Client’s use or misuse of the Services.
2.8 BACKUP OF CLIENT’S WEBSITE
The Client is responsible for making and maintaining a backup copy of their
website. While the Company may undertake backups to the server from time to time
it is the Client’s sole responsibility to ensure they hold a full backup of
their website on the Client’s System at all times.
3. GENERAL TERMS
3.1 INTERPRETATION, LAW AND JURISDICTION
3.1.1 The headings used in these Terms and Conditions are inserted for
convenience only and are not intended to be part of or to affect the meaning or
interpretation of any of the Agreement.
3.1.2 The use of masculine includes the feminine and the neuter. The use of the
singular includes the plural and vice versa.
3.1.3 References in these Terms and Conditions to the provisions of statutes or
statutory instruments are deemed to include those provisions as amended or
substituted.
3.1.4 To the extent that the Client is deemed a consumer as defined by the
Unfair Contract Terms Act 1977 these Terms and Conditions will not affect the
Client’s rights as a consumer.
3.1.5 For the purposes of the Contracts (Rights of Third Parties) Act 1999 and
notwithstanding any other provision of the Agreement, these Terms and Conditions
are not intended to, and do not, give any person who is not a party to it any
right to enforce any of its provisions.
3.1.6 The validity, constructions and performance of the Agreement shall be
governed by English law and shall be subject to the exclusive jurisdiction of
the English Courts to which the parties submit.
3.2 AMENDMENT
The Agreement may only be amended in writing signed by duly authorised
representatives of the parties.
3.3 ASSIGNMENT
3.3.1 The Client may not assign, mortgage, charge or otherwise deal in any or
all of its rights and obligations under the Agreement without the prior written
consent of the Company. Any successor must undertake in writing to be bound by
the Client’s obligations under the Agreement.
3.3.2 Subject to 3.3.1, where the Company gives consent to any dealing by the
Client the Company will have the right to make a charge of £120 plus VAT to
cover its administrative and other costs.
3.3.3 The Company may assign, sub-contract or otherwise deal in its rights and
obligations under the Agreement at any time and will notify the Client in this
event.
3.4 SEVERANCE
If any part of these Terms and Conditions is prohibited by law or judged by a
court of competent jurisdiction to be unlawful, void or unenforceable that part
shall be severed and the validity and enforceability of any other part of these
Terms and Conditions will not be affected.
3.5 FORCE MAJEURE
The Company will not have any liability for or be deemed to be in breach of the
Agreement due to any delays or failures in performance of the Agreement which
result from circumstances beyond its reasonable control. If affected by such
circumstances the Company shall promptly notify the Client in writing and will
give further notice when the circumstances cease. If such circumstances occur
for a continuous period of more than one month, either party may terminate the
Agreement by 7 calendar days written notice to the other party.
3.7 ENTIRE AGREEMENT
These Terms and Conditions together with the Order Confirmation and our current
website set out the whole Agreement between the parties in respect of the
Services and supersedes and replaces any prior written or oral agreements,
representations or understandings between them relating to the Services. The
parties confirm that they have not entered into the Agreement on the basis of
any representation that is not expressly incorporated into the Agreement. The
provisions of this clause shall not apply in respect of liability for any
fraudulent misrepresentation.
3.8 CONTACT ADDRESS
Registered office and business address: Rivergrid Limited, 13 Lawson Road,
Poole, BH12 3EH, England. Company Registration No: 5857149. Registered in
England and Wales.
4. DOMAIN NAMES
UK Domains
When registering a .uk domain name the Client is entering into a contract with
Nominet and the Client agrees to accept their terms and conditions. This is a
separate contract to any the Client may have with Rivergrid Limited for the
provision of Services. The Client must read and agree to Nominet’s terms and
conditions before the Client can register its domain name.
Other Domains (.com, .net, .org, etc)
When registering a .com, .net, .org or other Top Level Domain (TLD) (not
Including .uk) with the Company, the Client is registering it with IRRP, for
whom the Company acts as a reseller. If the Client purchases one of these TLDs
from Rivergrid Limited they are subject to Rivergrid Limited terms and
conditions and to IRRP’s terms and conditions. The Client must read and agree to
IRRP’s terms and conditions before the Client can register its domain name.
Ts & Cs Hosting and Domains 06.06.2011