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1. Introduction
1.1 Corpex Limited ("Corpex") provides a range of
Internet-related services ("Service" or "Service(s)").
Services are described on the Corpex Web site at http://www.corpex.com/products/prodindex.htm
1.2 ArmourPlate, the Corpex anti-virus service, is subject
to separate terms and conditions. For all other Services,
these terms and conditions ("the Agreement") constitute
the entire terms and conditions upon which Corpex provides
Service(s) and upon which each organisation ordering Service(s)
(the "Client") agrees to contract for the use of
Service(s). The Agreement supersede any written or oral representations,
statements, understandings or agreements, except where specifically
varied by written agreement by Corpex on its order acknowledgement
that specifically adds to or excludes any terms contained
herein.
1.3 By placing an order for Service(s), you, the Client, confirm
your acceptance of and agree to be bound by the Agreement.
1.4 From time to time, it will be necessary to update the
Agreement and you agree to be bound by the new Agreement after
the implementation date for the new Agreement.
1.5 You are responsible for reviewing regularly the Agreement,
which is shown online under the heading "Terms and Conditions
- the Agreement" at www.corpex.com/terms/terms.asp
1.6 In the event of any conflict between the Agreement and
any other document, the Agreement shall prevail.
2. Service provision
2.1 Corpex will use all reasonable endeavours to provide the
Services.
2.2 Corpex may at any time amend any Service(s) for any reason
including, but not limited to, technical, legal or business
reasons.
3. Service commencement date
For any continuous service such as Business Web hosting or
Server management, the "Service Commencement Date"
shall be the date the Service is available for use by the
Client.
4. Client Obligations
4.1 In order to provide Service(s) certain information will
be required from the Client by Corpex. The Client will provide
Corpex with all technical and other information Corpex may
reasonably request from time to time. Any change to any information,
including Client address details, will be notified to Corpex
immediately on such change.
4.2 The Client shall pay the charges for Service(s) in accordance
with clauses 5 and 6 below.
4.3 The Client is responsible for information displayed on
a Web site using Service(s) or otherwise sent to or from the
Client using Service(s) and shall comply with all laws relating
to the transmission of such information and shall not use
Service(s) for any unlawful purpose.
4.4 The Client shall indemnify Corpex and keep Corpex indemnified
against any liability to any third party arising out of or
connected with the Client's use of Service(s). Also see Appendix
A relating to Web site usage.
4.5 Corpex is entitled to suspend or terminate the Client's
use of Service(s) if the Client fails to comply with any of
its obligations under this clause 4. Also see clause 7 regarding
termination.
5. Service charges
5.1 Charges for Services other than as referred to in clauses
5.2, 5.3 and 5.4, shall be based upon current prices as displayed
on the Corpex Web site.
5.2 Server housing services are provided based upon individually
quoted prices. The prices charged shall be those stated on
the order acknowledgement provided to the Client.
5.3 Annual renewal prices for Web site packages are as listed
below:
| Business Start packageBusiness
Start NT packageBusiness Start FP packageBusinessShop
packageBusinessShop NT packageColdFusion Developer package |
£239
£239
£239
£399
£399
£599
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5.4 File storage - Web site packages
Your annual subscription covers the cost of up to 10MB of
file storage we reserve the right to charge for additional
space used at our current rates in force at any time.
5.5 Bandwidth
Your subscription covers permitted bandwidth usage of up to
1GB per month, and if your bandwidth usage is above this limit,
then Corpex will make additional charges to you in accordance
with its additional bandwidth charge at a rate of £50
per GB.
5.6 Corpex reserves the right to change prices or institute
new charges for use of Service(s) at any time.
5.7 If the Client has any query or dispute relating to any
invoice raised it shall notify Corpex within ten days of the
invoice date of such query or dispute.
6. Payment of Service charges
6.1 The first Invoice raised shall be paid in advance of
Service(s) commencement unless otherwise stated on an order.
6.2 Any invoices not required by Corpex to be paid in advance
and all subsequent invoices shall be due for payment 30 days
from the invoice date.
6.3 If payment is not received by the due date then Corpex
shall be automatically entitled to charge interest at 1.5
per cent per month, from the date when payment is due until
the date when payment is received.
6.4 The Client shall not be entitled by reason of any set-off,
counter-claim, abatement, or other deduction to withhold payment
of any amount due to Corpex. All payments made are non-refundable.
6.5 Corpex is entitled to suspend or terminate the Client's
use of Service(s) if the Client fails to pay any and all invoices
by their due payment date. Also see clause 7 regarding termination.
6.6 Should Corpex consider it necessary to use a debt collection
company to recover monies owed to us by you, the Client, or
your agent, Corpex reserves the right to levy a £50
surcharge in addition to any outstanding amount.
7. Service term and termination
7.1 Annual services
7.1.1 For annual services such as Business Web hosting, the
first Service term shall be one year from Service Commencement
Date. Thereafter such Service(s) shall renew on an annual
basis.
7.1.2 The Client may terminate an annual Service by written
notification to Corpex via both email to service@corpex.com
and postal confirmation on your company letterhead. Both notifications
need to be received by Corpex at least seven working days
before the subscription renewal date.
7.2 Server management
7.2.1 The Client may terminate Service(s) by giving not less
than three months written notice by notification to Corpex
via both email to cancellations@corpex.com and postal confirmation
on your company letterhead.
7.2.2 Should the Client wish to remove any server managed
hardware or other property from the Corpex facilities either temporarily or
permanently for any reason whatsoever, then Corpex at its
sole discretion reserves the right to enforce the provisions
of clause 7.2.1 requiring a minimum of three months notice
and payment thereof in clause 7.7.
7.2.3 In the event that the required notice has been given
to Corpex and any outstanding account due to Corpex has not
been paid in full, on the serving by Corpex of 14 days notice
in writing, Corpex reserves the right to sell any housed hardware
or other housed property of the client in full or partial
settlement of any unpaid account.
7.2.4 Corpex has the right of set off of any housed hardware
or other property of the client against any amount due and
unpaid.
7.3 Domain names
7.3.1 If the Client wishes to transfer a domain name to another
service provider, Corpex reserves the right to require the
Client to pay immediately all monies owing from the Client
to Corpex before such transfer is made. Corpex shall not be
liable for any liability or loss incurred by the Client for
any delay in making such a transfer.
7.4 All charges made are non-refundable in the event of early
termination by the Client.
7.5 Corpex shall be entitled to suspend Service(s) in accordance
with clauses 4.5 and 6.5.
7.6 Corpex may terminate provision of Service(s) immediately
if the Client takes or suffers any action on account of debt
or is insolvent.
7.7 Corpex expressly reserves the right to terminate or suspend
your Service(s) without prior notice should you fail to comply
with any of the terms of the Agreement or should Corpex deem
at its sole discretion that such action is necessary or prudent
in order to protect Corpex. In such circumstances Corpex will
confirm such termination or suspension by subsequent notice.
7.8 The Client's rights under the Agreement will terminate
immediately upon termination and all invoices not paid by
the Client will become due and payable immediately.
7.9 The Client will not be entitled to any compensation whatsoever
in the event of termination and Corpex will not be liable
for any consequential loss whatsoever in relation to termination
of your Service(s) in any circumstances.
8. 30 Day Evaluation Period
The Corpex Business Start Web Space Package and Business Start
NT Web Space Packages begin with a 30 day evaluation period.
If you decide not to take the service after this period you
must notify Corpex in writing via both email to cancellations@corpex.com
and postal confirmation on your company letterhead to be received
by Corpex prior to the end of the 30 day trial period. If
you do not and later cancel your account, Corpex reserves
the right to recover from you the original invoice value charged
for the service, whether or not you have used or intend to
use the service in the future and/or whether or not the Domain
Name you originally ordered is still available.
9. Disclaimer and Limitation of Liability
9.1 The Client uses Service(s) at its own risk and in no event
shall Corpex be liable to the Client for any direct, consequential,
incidental or special damage or loss of any kind (except personal
injury or death resulting from Corpex's negligence) including,
but not limited to, loss of profits, loss of contracts, business
interruptions, loss of or corruption of data or the Client's
inability to use Service(s), however caused and whether arising
under contract or tort, including negligence or otherwise,
except as expressly provided herein.
9.2 Domain Names
9.2.1 Corpex will facilitate payment of Domain Name registration
body or other related charges on your behalf subject to receiving
prompt payment of the same from you. However, Corpex will
accept no liability in relation to payment or non-payment
of these charges or any dispute in relation to Domain Names.
9.2.2 Corpex reserves the right in the event of disputes concerning
Domain Names to suspend the use of Domains, to impose a homepage
redirect system or other systems which Corpex at its sole
discretion considers necessary or prudent. Corpex will usually
only act upon court order or legal advice in relation to Domain
disputes and will seek wherever possible to notify you of
any action to be taken in advance.
9.2.3 Corpex will not accept any liability for actions taken
in relation to name disputes and you indemnify Corpex for
any legal or other costs, charges, damages, fines or other
financial consequences in relation thereto.
9.3 Mail & Back Up Policy
9.3.1 Excepting the Corpex ArmourPlate service, Corpex will
under no circumstances monitor the content of any client mail
routed via Corpex or systems hosted by Corpex, save under
authority of law or court order. Mail is entirely your responsibility
and you are responsible for sending mail in accordance with
any relevant legislation (including data protection legislation)
and for sending the same in a secure manner.
9.3.2 Corpex will take all reasonable steps to ensure accurate
and prompt routing of messages but will not accept any liability
for non-receipt or misrouting or any other failure of mail.
You are reminded that sensitive mail should be sent with the
use of suitable encryption procedures.
9.3.3 Corpex will not accept responsibility for losses of
data or other information due to hardware failures and back-up
of your mail facilities and Web pages (including data held
on Web hosted machines) are entirely your responsibility.
9.3.4 If you are a Server management client, Corpex will provide
a periodic backup of your data upon payment of additional
back-up charges, and Corpex will use reasonable endeavours
to ensure the accuracy of such backups taken, and to restore
your data should a failure occur. However no liability is
accepted for failures in the back-up system or restoration
from back-up which are not reasonably foreseeable by Corpex.
9.4 Server management
9.4.1 Corpex will endeavour to take reasonable steps in relation
to security of your server-managed computer equipment located
at Corpex and will provide insurance for them against theft
and physical damage but excluding maintenance and component
failure. Corpex reserves the right to levy upon you any additional
insurance premiums incurred by Corpex as a result of your
server-managed computer equipment being located at Corpex.
9.4.2 You will be liable for any maintenance or other replacement
costs incurred in order to repair your system, but we will
wherever possible advise you in advance of the likely costs.
Corpex will not be responsible for downtime or other systems
failures or failures which are cause by factors outside of
the control of Corpex including lack of available parts.
9.4.3 Corpex maintains an uninterruptible Power Supply on
our main connectivity systems (such as Corpex routers, hubs,
DNS, mailservers). However this does not extend to server-managed
computer equipment, and we recommend that you fit such systems
to your Web hosting hardware and other computer equipment
located at Corpex. Corpex will endeavour to advise you in
relation to such systems but without liability attaching to
such advice or implementation of such systems. You will be
responsible for the provision of and maintenance of any such
systems and any costs incurred in relation thereto.
9.5 If any exclusion, disclaimer or other provision contained
in this Agreement is held to be invalid for any reason by
a court of competent jurisdiction and Corpex becomes liable
thereby for loss or damage that may lawfully be limited, such
liability whether in contract, tort (including negligence)
or otherwise, will not exceed the total charges paid by the
Client in the twelve months preceding such liability arising.
10. Use Of Information by Corpex
Corpex will not distribute (excepting any disclosure to the
relevant authorities as above) Client Web pages outside Corpex
without the Client's consent but may include information about
a Client in promotional material and advertising and may make
such information available to third parties for promotional
or advertising purposes. You agree that files that you have
uploaded to Corpex may be used in such manner and for such
purposes.
11. General
11.1 Any notice required to be given pursuant to the Agreement
shall be in writing and shall be delivered by prepaid first
class post to the address of the relevant party set out in
the Client order details for the Client and on the Corpex
Web site for Corpex.
11.2 Failure or delay by Corpex in enforcing any term of the
Agreement shall not be construed as a waiver of any of its
rights under it.
11.3 The illegality, invalidity or unenforceability of any
part of this Agreement will not affect the legality, validity
or enforceability of the remainder.
11.4 The construction, validity and performance of this Agreement
shall be governed by English Law.
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Appendix A to the Agreement
Web Site Usage
1. Confidentiality of access
1.1 You agree to keep secure your Corpex identification, password
and other confidential information relating to your account.
We cannot guarantee that unauthorised users or hackers will
never infiltrate the system. Your data may not be secure against
hackers and you take that risk. If you find evidence of infiltration,
you must let us know and we will take steps both to try and
prevent it and to notify the proper authorities.
1.2 You are personally responsible for the use of your account
and the secrecy of your password. If you are a corporate user
then the company is also responsible, together with the individual
using the account. In addition, you are deemed to be logging
onto the system (i.e. the authorised person for that account)
when an account is logged on by using your correct account
ID and password.
2. Client Web site content
2.1 Corpex will not monitor the contents of your Web pages.
Files that you upload to your Web pages are subject to withdrawal
without notice by Corpex upon complaint about their content
where Corpex at their sole discretion deem this necessary.
You warrant the accuracy, truthfulness or reliability of any
information (including statements of opinion or advice) which
you place on your Web pages. You warrant that you are authorised
to promote any information which you do so on your Web pages
(for example if you are providing financial information, that
you hold any necessary authorisation required under the Financial
Services Acts etc.).
2.2 You must also tell us immediately if someone
steals your password or if you find someone else is using
your ID. We will change your password for you if this is the
case.
2.3 You must also cooperate with Corpex and
the Police concerning any legal action taken arising from
the misuse of your account by anyone else. You are entirely
responsible for the content of your Web pages. You may not,
under any circumstances, use any Corpex service to do any
of the following:
2.3.1 publish, post, distribute or disseminate
defamatory, infringing, obscene, indecent or other unlawful
material or information;
2.3.2 threaten, harass, stalk, abuse, disrupt or otherwise
violate the legal rights (including rights of privacy and
publicity) of others;
2.3.3 engage in illegal or unlawful activities;
2.3.4 make available / upload files that contain software
or other material protected by intellectual property laws
(or by rights of privacy or publicity) unless you own or control
the rights thereto or have received all necessary consents;
2.3.5 make available / upload files that contain a virus or
corrupted data;
2.3.6 falsify the source or origin of software or other material
contained in a file that you make available on your Web pages;
2.3.7 act, or fail to act, in your use of the Web pages, in
a manner that is contrary to applicable law or regulation.
2.4 You are entirely responsible for any civil
or criminal liability that is incurred as a result of your
use of your Web pages. We undertake not to look at the content
thereupon except where we have reasonable cause to do so in
order to protect the continued use of the system or our reputation
or we have cause to believe that our terms and conditions
are being breached.
3. Root Access and Security on Corpex
Corpex reserves the right of root access on all Corpex equipment
or any Web server or other equipment located at Corpex and
it is a condition of use that you do not attempt to gain root
access. Should you find or suspect that there has been a breach
of network access then you are required to inform Corpex immediately.
4. Advertising on your Web site
If you advertise or offer to sell goods or services via your
Web pages, you undertake to provide goods in conformity with
any description and warranties made. You agree to comply with
all relevant Advertising and Broadcast regulations, Consumer
Credit Acts and Trades Descriptions Acts etc. If you are advertising
goods in the course of a trade or business this must clearly
be so stated. Corpex reserves unconditionally and at its sole
discretion the right to withdraw pages or other services in
order to prevent damage (or the likelihood or threat thereof)
to its system or reputation or otherwise for its security,
safety or continued operation or upon legal advice. If such
withdrawal occurs, then you will be deemed to have expressly
authorised Corpex to make any disclosures to the relevant
authorities or other bodies that Corpex reasonably considers
to be necessary or appropriate.
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