1. Supply of the Service
1.1. Digital Associates shall provide the Service(s) specified in the Service Specification Document(s) attached hereto to the Customer subject to the written Agreement (if any) between Digital Associates and the Customer and these Conditions. Subject to the provisions in Clause 11.2 below, any changes or additions to the Service(s) or these Conditions must be confirmed in writing by both Digital Associates and the Customer.
1.2. The Service(s) shall be provided in accordance with Digital Associates Acceptable Use Policy, description on Digital Associates website or other promotional literature relating to the Service(s) in force from time to time, subject to these Conditions. Digital Associates current Acceptable Use Policy is annexed hereto.
1.3. Digital Associates may correct any typographical errors or omissions in any website description, promotional literature, quotation or other document relating to the provision of the Service(s) without any liability from Digital Associates to the Customer.
1.4. Digital Associates may at any time without notifying the Customer make any changes to the Service(s) which are necessary to comply with any applicable safety or other statutory requirements, or which do not materially affect the nature and / or quality of the Service(s).
2.1. Subject to any special terms agreed, the Customer shall pay Digital Associates Standard Charges and any additional sums which are agreed between Digital Associates and the Customer for the provision of the Service(s) or which, in Digital Associates sole discretion, are required as a result of the Customer’s instructions or lack of instructions, the inaccuracy of such or any other cause attributable to the Customer.
2.2. All charges quoted to the Customer for the provision of the Service(s) are exclusive of any Value Added Tax, for which the Customer shall be additionally liable at the applicable rate from time to time.
2.3. All charges quoted to the Customer for the provision of the Service(s) are exclusive of any third party telecommunications charges. All telecommunication charges incurred by the Customer in connection with the use of his Digital Associates account are at all times solely the responsibility of the Customer. Digital Associates accepts neither responsibility nor liability nor will it indemnify the Customer for any such charges incurred.
2.4. Digital Associates shall be entitled to invoice the Customer on the day or working day thereafter, on which the Customer places the order with Digital Associates.
2.5. Digital Associates Standard Charges and any additional sums payable shall be paid by the Customer (together with any applicable Value Added Tax, and without any setoff or other deduction) within 7 days for personal users, 14 days for corporate customers and 30 days for authorised resellers of the date of Digital Associates invoice.
2.6. If payment is not made on the due date, Digital Associates shall be entitled, without limiting any other rights it may have, to charge interest on the outstanding amount (both before and after judgement) at the rate of 4% above the base rate from time to time of Abbey National Bank Plc from the due date until the outstanding amount is paid in full.
2.7 Digital Associates shall be entitled at its own discretion and without limiting any other rights it may have to suspend or disconnect any service for which payment has not been received on or by the due date.
3.1. Digital Associates warrants to the Customer that the Service(s) will be provided using reasonable care and skill and, as continuously as reasonably possible, at all times subject to routine and emergency maintenance and downtime occasioned by third parties. Where Digital Associates supplies in connection with the provision of the Service(s) any goods supplied by a third party, Digital Associates does not give any warranty, guarantee or other term as to their quality, fitness for purpose or otherwise, but shall, where possible, assign to the Customer the benefit of any warranty, guarantee or indemnity given by the person supplying the goods to Digital Associates.
3.2. Digital Associates shall have no liability to the Customer for any loss, damage, costs, expenses or other claims for compensation arising from any materials, equipment or instructions supplied by the Customer which are incomplete, incorrect, inaccurate, illegible, out of sequence or in the wrong form, or arising from their late arrival or non-arrival, or any other fault of the Customer.
3.3. Except in respect of death or personal injury caused by Digital Associates negligence, or as expressly provided in these Conditions, Digital Associates shall not be liable to the Customer by reason of any representation (unless fraudulent), or any implied warranty, condition or other term, or any duty at common law, or under the express terms of the Contract, for any loss of profit or any indirect, special or consequential loss, damage, costs, expenses or other claims (whether caused by the negligence of Digital Associates , its servants or agents or otherwise) which arise in connection with the provision of the Service(s) or their use by the Customer, and the entire liability of Digital Associates under or in connection with the contract shall not exceed the amount of Digital Associates charges for the provision of the Service(s), except as expressly provided in these Conditions.
3.4. Digital Associates shall not be liable to the Customer or be deemed to be in breach of the Contract by reason of any delay in performing, or any failure to perform, any of Digital Associates obligations in relation to the Service(s), if the delay or failure was due to any cause beyond Digital Associates reasonable control.
3.5. The Customer shall provide to Digital Associates and keep up to date such Contact information that shall permit Digital Associates to advise the Customer or its appointed representative of any circumstance that may affect the Service(s) provided and Digital Associates shall in turn make every reasonable attempt to so inform the Customer within a reasonable time. Digital Associates will take no responsibility for the failure of the Customer to receive such advice for whatever reason.
4.1. All services offered by Digital Associates run for an initial term of one year from the Commencement Date of the Agreement between Digital Associates and the Customer.
4.2. Contracts for Digital Associates services shall remain in force for the initial term and thereafter until terminated by either party giving to the other not less than 60 days’ written notice but shall be subject to earlier termination as hereinafter provided.
4.3. Either party may (without limiting any other remedy) at any time terminate the Contract by giving written notice to the other if the other commits any breach of these Conditions and (if capable of remedy) fails to remedy the breach within 30 days after being required by written notice to do so, or if the other goes into liquidation, or (in the case of an individual or firm) becomes bankrupt, makes a voluntary arrangement with his or its creditors or has a receiver or administrator appointed.
5. Domain Names
5.1. Domain names registered on the Customer’s behalf are at no time the property of the Customer. The Customer, upon registration, merely receives the right of use of such name(s) as is pointed at the Customer’s domain for such time as it is validly registered to the Customer. This provision is subject to such rules of the duly appointed Naming Committees/Organisations as are in force from time to time.
5.2. All third party costs arising from the registration of a domain name shall be met by the Customer and are payable to Digital Associates before a formal application for registration is made.
5.3. Digital Associates reserves the right to refuse to serve a domain name it is hosting if the Customer exceeds Digital Associates agreed credit terms. This right continues until payment is received and the account is settled in full to the satisfaction of Digital Associates. This right extends to and includes releasing the domain name to either the Customer or a Third Party.
5.4. The Customer agrees to abide by and be subject to any Terms and Conditions that may from time to time be imposed by the duly appointed Naming Committees/Organisations for any Domain registered on behalf of the Customer.
6.1 Any Customer wishing to reconnect their cancelled services with Digital Associates may do so upon payment of the relevant Cancellation Fee applicable from time to time and available upon request from Digital Associates in order to cover the Administration costs involved in reconnecting the Customer.
7. Customer Privacy
7.1. Digital Associates is registered under the Data Protection Act 1994.
7.2. All information, mail messages and other data stored on Digital Associates equipment is treated as private and solely the property of the Customer at all times and will not be duplicated, copied, reproduced or viewed publicly in any way except with express or implied permission of the Customer and/or for the purposes of Digital Associates back-up services and/or providing the Customer with its support services.
7.3. Mail awaiting delivery is stored securely and is non-accessible to other Internet Users. However, once the Customer’s decrypted data passes onto the Internet, it is no longer secure and is open to unscrupulous use. Digital Associates cannot accept responsibility or liability for any data or information that becomes available by such means against the wishes of the Customer and Digital Associates recommends the use of encryption for transfer of sensitive data or information.
7.4. The Customer accepts that he will be put on Digital Associates mailing list for receipt of product information etc. unless he informs Digital Associates in writing that he does not wish to receive such material.
8. Content of Customer's Data
The Customer undertakes that the Customer’s data (whether stored or sent over the Internet) will not contain anything obscene, offensive or defamatory and will conform at all times with Digital Associates Acceptable Use Policy. The Customer will indemnify Digital Associates and keep Digital Associates fully and effectively indemnified against all actions, proceedings, claims, demands, damages and costs (including all legal costs on a full indemnity basis) occasioned to Digital Associates as a result of any breach of the said undertaking.
9. Acceptable Use Policy
9.1. Digital Associates reserves the right to withdraw its provision of services at any time that it becomes aware of or is notified of the misuse, abuse or illegal use of said services contrary to either the Acceptable Use Policy it operates (annexed hereto) or any statutory regulation or law governing the relationship between Digital Associates and the Customer under this Contract.
10.1. These Conditions together with any terms set out in the Service Provision Document(s) and Agreement (if any) between Digital Associates and the Customer and Digital Associates current Acceptable Use Policy constitute the entire agreement between the parties, supersede any previous agreement or understanding and, subject to Clause 11.2 below, may not be varied except in writing between the parties. All other terms and conditions, express or implied by statute or otherwise, are excluded to the fullest extent permitted by law.
10.2. Save as otherwise provided in Clauses 9.2 and 10.1 above these Conditions shall remain in force for the initial term of the agreement between Digital Associates and the Customer. Upon renewal of the agreement Digital Associates reserves the right to update, alter or amend these Terms and Conditions of Service as it sees fit to comply with any statutory, legislative and/or technical changes or to enhance and improve the services it offers to its customers and the efficiency of said services and for expediency. Upon such changes being made the renewal notice sent to the Customer shall draw the Customer’s attention to the change(s) and the Customer shall then be entitled to decide whether to renew the Service on the new terms or exercise its right to terminate the Service(s) with Digital Associates and continue on the existing terms until termination is effective.
10.3. Any notice required or permitted to be given by either party to the other under these Conditions shall be in writing addressed to the other party at its registered office or principal place of business or such other address as may at the relevant time have been notified pursuant to this provision to the party giving the notice.
10.4. No failure or delay by either party in exercising any of its rights under this Contract shall be deemed to be a waiver of that right, and no waiver by either party of any breach of the Contract by the other shall be considered as a waiver of any subsequent breach of the same or any other provision.
10.5. If any provision of these Conditions is held by any competent authority to be invalid or unenforceable in whole or in part, the validity of the other provisions of these Conditions and the remainder of the provision in question shall not be affected.
10.6. Any dispute arising under or in connection with these Conditions or the provision of the Service(s) shall be referred to arbitration by a single arbitrator appointed by agreement or (in default) nominated on the application of either party.
10.7. English law shall apply to the Contract, and the parties agree to submit to the exclusive jurisdiction of the English courts.