Hosting Terms & Conditions
WebxSolution is a provider of Internet related services such as dedicated servers and hosting and the Client may from time to time require such services. This Agreement sets out the terms which have been agreed between WebxSolution and the Client for the provision of such Internet services and shall be supplemented from time to time by Schedules setting out specific details of such services requested by the Client.
In this Agreement, unless the context requires otherwise, the following words shall have the following meaning:
"Account" means any one or more Services assigned solely to the Client, typically consisting of but not limited to Web Site Hosting.
"Client" refers to the person or persons purchasing services from WebxSolution, or any party acting on the client's instructions;
"Control Panel" is the online portal that the Client may access;
“Dedicated Server” is a Server specifically; setup, configured and solely for the use of the Client;
"WebxSolution Network" refers to WebxSolution's routers, switches, cabling and other network equipment located in the UK responsible for connecting servers hosted by WebxSolution to the outside world;
"Hardware" means the servers, firewall and equipment;
"Network Availability" is defined as the percentage of time the WebxSolution Network is contactable over a calendar month;
"Notified Unavailable Time" is when a portion or the entirety of the WebxSolution Network is unavailable, and this affects the provision of the Services to the Client. Network Unavailable Time excludes Scheduled Maintenance, and those situations defined in the 'Exclusions' section of the Network Service Level Agreement;
"Notified Maintenance" means essential maintenance to be carried out by WebxSolution in relation to the Services, Hardware and/or Software, which has been notified to the Client;
"Response Time" is defined as the time from the Client making a Support Ticket to an Engineer commencing work on the Services;
"Schedule" means the schedules and/or Internet/telephone orders to this Agreement from time to time, describing the Internet related services requested by the Client including without limit details of the requested Bandwidth, Hardware and Software;
"Scheduled Maintenance" is defined as maintenance necessary for the continued provision of service, including but not limited to network upgrades and security updates;
"Services" means the Internet related services described in any Schedule made hereunder and which are supplied or to be supplied by WebxSolution on and subject to the terms of this Agreement and any schedules made hereunder;
"SLA" means service level agreement;
"Software" means the computer software provided by WebxSolution on connections to the Services such as cPanel. This does not include Joomla;
"Support Ticket" is defined as a ticket created by the Client on WebxSolution's website;
The Services shall be as described in this Agreement and any associated Schedules. All Schedules shall be deemed to be an offer from the Client and shall be only be deemed accepted by WebxSolution when paid for by the Client. In the event of any conflict between any provision in this Agreement and those in the Schedule then the provision in the Schedule shall prevail.
The Client entering into this Agreement warrants that they are 18 years of age or older, and capable and authorised to enter into this Agreement.
WebxSolution reserves the right at any time and from time to time to amend, improve or correct the Services, Software and/or Hardware (or any part thereof), move the Clients data to a different server provided that such modifications does not materially affect the overall quality of the Services. This includes the right to substitute the Hardware with Hardware of similar specifications, where necessary. WebxSolution shall endeavor to give the Client reasonable notice of such modifications but may not always be possible and WebxSolution shall not be liable to the Client or to any third arty for any such modifications or any failure to give such notice.
WebxSolution reserves the right at its sole discretion to suspend the Services (temporarily or permanently) on the occurrence of any unscheduled maintenance or any of the following (each of the following shall be a "Suspension Events"): (i) Notified Maintenance; (ii) issue by any competent authority of an order which is binding on WebxSolution and which affects the Services and which can only be dealt with properly by the suspension of the Services; (iii) if the Client fails to pay any amounts due under this Agreement when they are due; (iv) if any events occur which would entitle WebxSolution to terminate this Agreement; (v) the Bandwidth used by the Client in relation to the Services exceeds the agreed level and WebxSolution determines in its sole discretion that such suspension is necessary to protect all and any Internet solution provided by WebxSolution from time to time.
It is the Client's responsibility to maintain and to enter a contact email address, postal address and telephone number for the Client in the Control Panel, and to ensure such contact details are current and up to date at all times.
This Agreement together with the Schedule constitutes the whole and only agreement and understanding between that parties relating to its subject matter and supersedes and extinguishes any drafts, agreements, undertakings, representations, warranties and arrangements of any nature whatsoever, whether or not in writing, between the parties in connection with the subject matter of this Agreement whether existing prior to or at the same time as this Agreement. The Agreement will be on these conditions only, to the exclusion of any other terms and conditions (including any terms and conditions which the Client purports to apply under any purchase order, confirmation of order, specification or other document). The Client's terms and conditions shall not apply to this Agreement.
Duration and Termination
This Agreement shall come into effect upon the date of this Agreement and, subject to the provisions of this Agreement shall continue in force for the terms set out in the details of the Service and indefinitely after that until terminated by either party giving not less than 30 days prior written notice to expire on or after the expiry date of the term.
Unless specifically stated to the contrary in the details of the Service the Client purchases, all Services for which payment is required annually in advance shall be provided for a fixed annual term. The Service will automatically renew on its anniversary date and continue for successive further 12 month periods, unless terminated in accordance with this Agreement.
Without prejudice to any other rights to which WebxSolution is entitled; WebxSolution may give notice in writing to the Client terminating this Agreement with immediate effect if:
the Client commits any material breach of any of the terms of this Agreement and (if such a breach is remediable) fails to remedy that breach within 30 days of being notified of the breach;
an order is made or a resolution is passed for the winding up of the Client;
an order is made for the appointment of an administrator to manage the affairs, business and property of the Client or documents are filed with a court of competent jurisdiction for the appointment of an administrator of the Client or notice of intention to appoint an administrator is given by the Client or its directors or by a qualifying floating charge holder (as defined in paragraph 14 of Schedule B1 to the Insolvency Act (1986);
a receiver is appointed of any of the Client’s assets or undertaking or if circumstances arise which entitle a court of competent jurisdiction or a creditor to appoint a receiver or manager of the Client or if an other person takes possession of or sells the Client’s assets;
the Client makes any arrangement or composition with its creditors or makes an application to a court of competent jurisdiction for the protection of its creditors in any way;
there is a change of the ability to direct the affairs of the Client whether by virtue of the ownership of shares, contract or otherwise of the Client;
the Client purports to assign its rights or obligations under this Agreement.
For the avoidance of doubt and without limitation, a breach of any the payment provision contained in this Agreement, or a breach of the Acceptable Use Policy is a material breach for the purpose of this Agreement.
WebxSolution will be entitled to lock the Client’s website and to remove all data where termination or suspension has occurred regardless of how the termination or suspension occurred.
Charges due on a pre-pay basis (together with account set-up fees, where applicable), are non-refundable. For the avoidance of doubt and without limitation the charges include Domains, Dedicated Server setup costs and SSL Certificates.
In the event WebxSolution terminate the Client’s Service for reasons other than the Client’s breach of contract, the Client will be entitled to a pro rata refund based upon the remaining period of the Clients contract term.
Full Refunds, minus the cost of the domain, will only be given if: (i) the Client requests the refund through the Support Ticket within 30 days from the date the Service was ordered and (ii) the refund request is for a Web Site Hosting Service only.
Distance Selling Regulations
Under Regulation 10 of The Consumer Protection (Distance Selling) Regulations 2000, the Client may have the right to cancel this Agreement for seven working days after the day after this Agreement has been concluded. However, it is agreed between WebxSolution and the Client that Dedicated Server Services may commence before the end of the cancellation period, and then the Client will lose the right to cancel from the date that WebxSolution provides the Client with access details of the Dedicated Server Service.
Support and Maintenance
Maintenance and support covers the Hardware and Software. This support does not cover third party software such as but not limited to Joomla™.
The Client shall document and promptly report all errors or malfunctions of the Services, or Software to WebxSolution through the Support Tickets. The Client shall take all steps necessary to carry out procedures for the rectification of errors or malfunctions within a reasonable time after such procedures have been received from WebxSolution provided the procedures specified are reasonable.
The Client shall maintain a current archive copy of all software and data, and shall properly train its personnel in the user of the Services and Software.
Any problems caused by the Client to the Services, (which include, but are not limited to, deletion of necessary cPanel folders or files, accidental or intentional infection by a virus/Trojan) may result in extra charges to the Client at £30 per 30 minutes, or part thereof. For any work that will take more than two hours we will seek prior authorisation from the Client by telephone, email, fax or post.
Although WebxSolution takes a nightly backup of the Clients data, we can not guarantee nor be held responsible that the backup is free of corruption or is up to date. Therefore it is advised the Client makes their own regular backups of the data.
Acceptable Use Policy
WebxSolution’ Acceptable Use Policy ( “Policy” ) is intended to help protect the WebxSolution Service, WebxSolution Clients and the Internet community in general from irresponsible or, in some cases, illegal activities, and the Client agrees to be bound by the Policy.
The Client and their end users shall not, nor shall they permit, enable, or assist others, to use the Service for any breach of any applicable law or generally accepted transmission or application protocols applicable to the Internet or any part of it or to anything connected to it or to any user it. Such prohibited use includes but not limited to the following:
civil infringement of and/or criminal offences relating to copyright, trade marks or any other intellectual property right in any jurisdiction; or
commission of any criminal offence (including deliberate transmission of computer viruses) under the Computer Misuse Act 1990 (UK) or any similar legislation in any country; or
knowingly or recklessly transmitting, display or posting to a publicly accessible service any material which is unlawful or actionable defamatory or an invasion of privacy, breach of an intellectual property right or breach of a right of publicity in any jurisdiction with which any publicly accessible service reasonably appears to have any connection or from which it may reasonably be apprehended that a publicly accessible service is likely to be significantly accessed; or
transmitting, transferring, displaying or posting to a publicly accessible service any material in breach of the Data Protection Act 1998 (UK) or similar legislation in any other country or of any material which is confidential or is a trade secret or which affects the national security of the United Kingdom or the said territory or which may expose WebxSolution to any retribution or penalty under the laws and/or regulations and/or decrees of the United Kingdom or any other country relating to the export of or dealing with military or potentially military resources; or
use of the Services or the Internet in any manner which is a violation or infringement of any rights of any kind or nature (whether like to any of the foregoing or otherwise) of any person, firm or company; or
unauthorised access to the network management equipment of WebxSolution or other Internet service providers; or
forgery of Internet addresses or other fields in IP packets by the Client; or
any sending of unsolicited email messages or any mass mailing of unsolicited advertising material by the Client; or
any activity that potentially could harm the WebxSolution Network, its clients’ networks or other networks, including but not limited to traffic flooding, malicious overflows, etc; or
any material which is obscene, pornographic, blasphemous, or otherwise objectionable in anyway; or
any activity that WebxSolution decides at its absolute discretion is an unsuitable use of the Services.
The Client is responsible for:
Maintaining the contact details through the Control Panel for receiving complaints of network abuse activities, as suggested by Internet Official Protocol Standard RFC 2142
The activities of its customer base or end-users and, by accepting service from WebxSolution, is agreeing to ensure that its clients abide by this Policy. If irresponsible or illegal activity continues, even after WebxSolution tries to communicate with the Client, then the Client may be subject to an appropriate action in order to stop those activities;
Not employing programs which consume excessive system resources, including but not limited to processor cycles, data transfer and memory use;
All complaints relating to network misuse – including email abuse – are to be sent to firstname.lastname@example.org
IRC services or IRC-related services are not permitted. The purpose of this restriction is to prevent attacks on the WebxSolution Service due to malicious activity that has been known to occur on the IRX networks EFnet and Undernet.
The Client warrants that it will respond to any Abuse Complaints within 48 hours.
The Client shall pay the price for the services as set out in the Schedule. WebxSolution invoices for regular payments in advance, unless otherwise agreed in writing.
The price and all other amounts due under the Schedule shall be paid 30 days from the date of the invoice by the Client. Time for payment shall be of the essence. Payment shall only be deemed received by WebxSolution upon receipt of cleared funds. Payment shall be made in full without any abatement, set off or deduction on any grounds. WebxSolution reserves the right to suspend the Services in case of late payment. Any exercise by WebxSolution of its right to suspend the Services in the case of late payment shall be without prejudice to any other of its rights under this agreement. Notwithstanding suspension of the Services by WebxSolution the Client shall continue to pay the price for the Services in accordance with the terms of this Agreement until this Agreement is terminated in accordance with the terms of this Agreement. WebxSolution understands and will exercise its statutory right to interest and debt recovery costs under the Late Payment of Commercial Debts (Interest) Act 1998 if not paid according to agreed terms.
All payments must be made in UK pounds sterling, inclusive of applicable taxes.
The Client warrant that they are lawfully authorised to make payment using the payment card or facility they disclose to WebxSolution. In the event that the Client are not the named card holder, the Client acknowledge that they and the party who is the named card holder both accept WebxSolution's Terms & Conditions and are jointly and severally liable for the payment of all Prices for which payment will be taken from the payment card, the details of which the Client have provided. The Client will indemnify and hold WebxSolution harmless in the event that the cardholder or issuer declines any transaction for payments to WebxSolution, including all of WebxSolution costs in administering the non-payment and obtaining payment of those Prices due.
Where the Client provide WebxSolution with information relating to a third party, including but not limited to the use of their payment details, either in accordance with Payments, Paragraph 5 or for any other purpose, the Client warrant that they have obtained express consent from the third party for WebxSolution to use their information and the Client consent that we may share their information, including but not limited to the Services the Client have purchased, to enable the third party to ascertain the terms of your Agreement with WebxSolution and why we are authorised to take payment from the third party's payment card or PayPal account, if necessary, to contact the third party for the purposes of this Agreement.
PayPal - Payments processed by PayPal are subject to PayPal's terms and conditions of Service, and WebxSolution makes no representations or warranties with respect to those Services.
No bills or invoices will be sent by regular mail. All invoices will be sent directly to the Client via email shortly after the purchase or automated renewal transaction is completed.
WebxSolution reserves the right to send overdue accounts to a debt collection agency. All charges involved in the collection of overdue accounts will be payable by the Client.
Website Hosting and Email
Any file the Client store on the Server will be reachable via a hyperlink from a page on your site. Only files directly related to your web site must be stored on the Server. You will not 'archive' files, the definition of which is solely defined by WebxSolution.
WebxSolution reserves the right to remove any material deemed inappropriate from your web site without notice, including any Warez, Adult or illegal MP3 content.
The Hosting of MP3 files, or any other self created media is subject to a 'signed release' being mailed to WebxSolution in advance of uploading such content to the Server, the said release including a list of all the files concerned and a statement confirming the Client are the sole copyright holder of such works.
The hosting of any form of Digital Video is strictly prohibited, and any Clients wishing to host video should discuss alternative arrangements with WebxSolution prior to purchasing an Account.
The Client shall keep any identification, password and other confidential information relating to their Account secure and shall notify WebxSolution immediately of any known or suspected unauthorised use of your Account or breach of security, including loss, theft or unauthorised disclosure of their password or other security information.
The Client shall observe the procedures which WebxSolution may from time to time prescribe and shall make no use of the Server which is detrimental to other customers.
The Client shall ensure that all emails are sent in accordance with applicable legislation, including data protection legislation, and in a secure manner.
While WebxSolution will use all reasonable endeavor to ensure the integrity and security of the Server, WebxSolution do not guarantee that the Service will be free from unauthorised users or hackers and WebxSolution shall be under no liability for non-receipt or misrouting of email or for any other failure of email.
WebxSolution shall not be held responsible in the event of any file loss resulting from the failure of any of the Servers or Services WebxSolution operate.
WebxSolution make no guarantee that third-party software will run on the Servers WebxSolution operate.
The Client is not permitted to share any resources allocated to them.
WebxSolution reserves the right to access and monitor resources allocated to the Client and the content stored within, including but not limited to web space, databases and email accounts.
WebxSolution reserves the write to remove any link without permission or warning.
WebxSolution shall not be held responsible for other websites. Copying, republication or redistribution of content
Any copying, republication or redistribution of content, including by caching, framing or similar means, is expressly prohibited without the prior written consent of WebxSolution.
WebxSolution shall not be liable for any errors or delays in content, or for any actions taken in reliance thereon.
Ownership of Data
All data created or stored by the Client within WebxSolution's applications and servers are the Client’s property. WebxSolution shall allow access to such data by only authorised WebxSolution personnel. WebxSolution makes no claim of ownership of any web server content, email content, or any other type of data contained within the Client’s server space or within applications on WebxSolution's servers.
Your Personal Details
WebxSolution will primarily use the Clients account details for the purpose of billing and the current status of the Service. WebxSolution reserves the right to email the Client information about enhancements and product offers. The Client may unsubscribe from the marketing communications by replying to the email.
WebxSolution will not provide any of the Clients information to other companies or individuals.
Service Level Agreement
This SLA applies to Services where the agreement for the Service specifically references this SLA. The objective of this SLA is to document the availability of the Service that WebxSolution is to achieve. This does not constitute any additional liability to WebxSolution, but instead a self-assumed obligation towards the Client. Under the conditions below WebxSolution offers to pay the Client service credits if the availability defined below is not met.
WebxSolution shall guarantee the availability will be 99% in any calendar month, subject to exclusions as defined below. If WebxSolution fails to meet this guarantee a credit shall be available to the Client as defined below.
The availability calculation shall exclude periods when outages arise from, or are otherwise indirectly caused by:
Outage periods due to any cause other than faults by WebxSolution, including faults or negligence of the Client or problems associated with equipment connected on the Client's side of WebxSolution delivery point;
In case that the Client’s equipment should cause negative effects on the performance, quality and/or operation of the WebxSolution Network, WebxSolution will proceed to suspend the Service, for benefit of the rest of users of the WebxSolution Network. This suspension won’t be cause of penalty under the SLA. WebxSolution will notify the Client as soon as possible about this issue in order for the Client to repair the problems;
Outage periods reported by the Client in which no fault is observed or confirmed by WebxSolution;
Any fault period during which service is suspended under provision in this Agreement;
Downtime when WebxSolution technical staff cannot have access, when the Client is requested to do so for the purpose of investigating the problem and restoring the service, to Client premises and equipment pertaining to the service in case the service should include the management of equipment on the customer site by WebxSolution;
The Client requesting WebxSolution to test Client connection although no fault has been detected and/or reported by WebxSolution;
The Client requesting WebxSolution to upgrade the capacity of the service, if this operation results in an outage;
During Scheduled Maintenance affecting the Services as defined above;
Performance degradations and service loss due to Denial Of Service attacks or other unlawful attacks generated inside the Client's network or executed against users inside the Client's network or the Client network infrastructure, will be excluded from SLA calculation. Nevertheless WebxSolution has implemented appropriate measures on the WebxSolution Network to help prevent such instances occurring.
Neither Party will be obliged to carry out any obligation under this Agreement where performance of such obligation is prevented by the occurrence of a Force Majeure Event. No commitment from WebxSolution applies in case of Force Majeure.
Should the Client not have access to the Services as defined above, WebxSolution shall credit the Client 0.5 days service credit for each hour when the service is not available, subject to a maximum credit in any one month of 50% of the monthly fee for the contracted service. The credit applies to the contracted service. The Client shall not be entitled to any credits under this SLA if any payment of the price for the Services is overdue under the terms of this Agreement. The credit shall be made for the element of the Services that were not available, it will not be made for the whole service. Any credit is subject to the Client notifying WebxSolution within 7 days in writing via creating a Support Ticket. This Client agrees the service credits due under this SLA are its sole remedy against WebxSolution for any non-availability of the Services.
WebxSolution is not in a position to assess any consequential loss which the Client may suffer as a result of any failure of the Services, or any other default on the part of WebxSolution and it would be impractical and uneconomic for WebxSolution to insure against such liability. Accordingly it is the responsibility of the Client to properly assess any consequential loss that it and/or its clients may suffer and to obtain and maintain adequate insurance in relation to such losses. The Client shall also ensure that it has adequate insurance cover in relation to any loss or damage which may be caused to WebxSolution and/or its clients through the negligence or default of the Client, its employees, agents, or equipment. The Client shall, as and when requested, provide WebxSolution with such evidence as WebxSolution may require in relation to the Client’s insurance.
The Client agrees to fully indemnify and keep WebxSolution, its subsidiaries, affiliates, officers, partners and employees fully indemnified from and against all actions, demands, costs (on a full indemnity basis), losses, penalties, damages, liability, claims and expenses (including but not limited to legal fees) whatsoever incurred by it or them and arising from any of the following: (i) the Clients breach of this Agreement or its negligence or other act, omission or default; (ii) the operation or break down of any equipment or software owned or used by the Client but not the Hardware and/or Software; (iii) the Clients use or misuse of the Services; (iv) the Client infringing (whether innocently or knowingly) third party rights (including without limit IPRs).
Headings are included in these Terms and Conditions for convenience only and shall not affect the construction or interpretation of this Agreement.
These Terms and Conditions shall be governed by and construed in accordance with English law and you hereby submit to the non-exclusive jurisdiction of the English courts.
Nothing in the Agreement shall exclude or limit the liability of WebxSolution for death or personal injury resulting from its negligence or fraudulent misrepresentation nor affect the statutory rights of consumers.
The Client acknowledges that the allocation of risk in this Agreement reflects the price paid for the Services, Hardware and Software and that it is not within the control of WebxSolution how or for what purposes they are used. If any exclusion or limit of liability in this Agreement is held to be invalid and WebxSolution becomes liable for loss or damage that may lawfully be limited then such liability shall be limited to the amount paid by the Client for the Services.
WebxSolution shall have no liability to the Client for any loss arising from any material, data or instructions supplied whether digitally or otherwise by the Client or on its behalf which is incomplete, inaccurate, illegible, out of sequence or in the wrong form or arising from late arrival or non-arrival or any other fault by the Client or on its behalf.
No action, claim or demand arising out of or in connection with this Agreement may be brought by the Client against WebxSolution more than one year after the cause of action has occurred.
WebxSolution is not responsible for any delay, malfunction, non performance and/or other degradation of performance of any of the Services, Hardware or Software caused by or resulting from any alteration, modification and/or amendments due to changes and specifications requested or implemented by the Client whether or not beyond those already supplied.
Neither WebxSolution nor anyone else who has been involved in the creation, production or supply of the Services, Hardware or Software shall be liable to the Client or any other person for any loss in contract, tort (including negligence or breach of statutory duty) or otherwise howsoever and whatever the cause thereof by reason of or in connection with this Agreement or the Services, Hardware or Software for any: (i) economic loss of any kind whatsoever, or (ii) loss of profit, data, business contracts, revenues or anticipated savings, or (iii) damage to the Client's reputation or goodwill, or (iv) loss resulting from any claim made by any third party, or (v) special, indirect or consequential loss or damage of any nature whatsoever, and the Client shall indemnify WebxSolution from and against any claim which may be made against WebxSolution in respect thereof.
Please note: by signing up for any of WebxSolution’s Services you the Client agree to be bound by all WebxSolution’s terms and conditions.
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