Terms & conditionsTHE FOLLOWING TERMS OF BUSINESS APPLY TO ALL SERVICES PROVIDED BY ACTIVE 24 TO YOU. BY PURCHASING SERVICES FROM ACTIVE 24 YOU AGREE TO THESE TERMS OF BUSINESS.
1. DEFINITIONS
"Active 24" means Active 24 (UK) Ltd of 5 Elysium Gate, 126-8 New Kings Road, London, SW6 4LZ United Kingdom and/or any other group member of Active 24 (UK) Ltd which shall supply Services to You.
"Agreement" means this agreement; the agreement between You and Active 24, comprising these Terms together with any orders You may make or electronic order form you complete to gain access to A24's services: Active Shared Hosting, Active Dedicated Hosting, Active Enterprise Hosting, Active Domains, and any other services purchased by You from A24;
"Fees" means the fee or fees (and Local Administration Costs) due for the provision of the Services as set out in any Order or (if not set out) calculated by reference to the then standard Active 24 prices;
"ICANN" means the Internet Corporation for Assigned Names and Numbers;
"Local Administration Costs" means any registration fees and other costs incurred by Active 24 on Your behalf for the registration or attempted registration of domain names including currency conversion costs and bank charges;
"Materials" means any information, reports, documents, software or other materials created by Active 24 as part of the Services, including all methodologies, know-how and processes used to do so;
"Objects" means any names, marks or materials and any other information, documents or software which You supply to Active 24 under this Agreement;
"Order" means the order form, including electronic and online forms, or letter signed by You requesting Services;
"Service" or "Services" means any and all services provided by Active 24 under these Terms including, without limitation, domain name registration services; domain name portfolio management services; domain name searching, monitoring and recovery services, web site hosting, web, email and usenet searching and monitoring services and consultancy services and any other services which may be provided from time to time;
"Server" means the computer server equipment operated by Active 24 in connection with the provision of the Services;
"Standard Price List" means the list(s) of the standard prices for Active 24 group company products which are available on request
"Subscription" means a recurring payment made in order to receive Services from Active 24;
"Terms" means these terms and conditions of business;
"Web Site" means the area on the Server allocated by Active 24 to You for use by You as a site on the Internet; and
"You and Your" mean the person, firm or company who purchases Services from Active 24 and any of their or its employees, consultants and authorised agents who may use such services, from time to time.
2. APPLICATION OF TERMS
2.1 These Terms apply to any or all Services to be provided by Active 24 to You from time to time. These Terms are made up of a number of constituent parts, including the Service-Specific Terms governing Active 24's provision of the relevant Service to You, as well as the General Terms that govern the provision of all such Services.
2.2 These Terms together with any Order(s) represent the entire agreement relating to the Services and supersede any arrangements previously agreed between You and Active 24. Save in the case of fraudulent misrepresentation or fraudulent concealment, any representation, warranty or undertaking, whether oral or written, (including in any previous correspondence or communication) and any other terms and conditions sought to be imposed by You by Your own order forms or otherwise are expressly excluded.
2.3 Active 24 may alter these Terms at any time without notification to You provided the current Terms are always available on Active 24's website, and Your sole remedy in the event that You do no agree to such amendments shall be to serve 3 months written notice of termination within 10-business days of being notified of the amendment, without any right to damages. However, no change to these Terms, or a subsequent version of these Terms as may be posted on the Active 24 website from time to time, or any other part of the Agreement, shall be binding unless made with the prior written consent of a director of Active 24. Unless Active 24 notifies You to the contrary, no agent of, or person employed by or under contract with Active 24, has any authority to alter or vary these Terms or the Agreement in any way.
2.4 In addition to these Terms, all domain name registrations are subject to the terms and conditions of any registrar Active 24 may use to fulfil the Order and the rules and regulations of the relevant Network Information Center (NIC) or similar registry administrator. As a condition of the Agreement You agree to be bound by the rules and regulations and dispute resolution policies applicable to each domain name applied for on Your behalf. Details of these terms and conditions are available from the relevant registries such as Nominet for .uk (www.nominet.net).
2.5 You confirm that, in agreeing to these Terms, You have not relied on any representation save insofar as the same has expressly in these Terms been made a representation and You agree that You shall have no remedy in respect of any misrepresentation (other than a fraudulent misrepresentation) which has not become a term of this Agreement. No oral explanation or oral information given by any party shall alter the interpretation of these Terms.
SERVICE-SPECIFIC TERMS AND CONDITIONS
3. DOMAIN NAME REGISTRATION
General
3.1 Active 24 is an accredited registrar with ICANN for .com, .net, org, .biz and .info top level domains ("TLD"s) under the terms of ICANN's Registrar Accreditation Agreement. Your use of a domain name, once registered, may be challenged by a third party; if so, ICANN's Uniform Domain Name Dispute Resolution Policy (the "UDRP") as amended from time to time shall apply to all .com, .net and .org registrations or renewals, please see http://www.icann.org/udrp/udrp-policy-24oct99.htm. The terms of the UDRP are available at http://www.icann.org/udrp/udrp.htm
3.2 Active 24 does not warrant or guarantee that the domain name applied for will be registered in Your name or is capable of being registered by You. Accordingly, You should take no action in respect of Your requested domain name(s) until You have been notified that Your requested domain name has been registered.
3.3 The registration of the domain name and its ongoing use is subject to the relevant naming authority's terms and conditions of use and You are responsible for ensuring that You are aware of those terms and conditions and can and do comply with them. You irrevocably waive any claims You may have against Active 24 in respect of the decision of a naming authority to refuse to register a domain name and, without limitation, agree that the administration charge paid by You to Active 24 shall be non-refundable in any event.
3.4 Active 24 accepts no responsibility in respect of the use of a domain name by You and any dispute between You and any other individual or organisation regarding a domain name must be resolved between the parties concerned and Active 24 will take no part in any such dispute. Active 24 reserve the right, on Active 24 becoming aware of such a dispute, at Active 24's sole discretion and without giving any reason, to either suspend or cancel the domain name, and/or to make appropriate representations to the relevant naming authority. You warrant and undertake that to the best of Your knowledge and belief neither the registration of the domain name nor the manner in which it is directly or indirectly used by You or and any licensee directly or indirectly infringes the legal rights of a third party.
3.5 You are solely responsible for providing Active 24 with accurate and up-to-date contact information and Active 24 shall not accept any responsibility for any cancellation or refusal to renew a domain name by the relevant naming authority due to any failure to provide such information. Any changes made by You to Your details using the Active 24 control panel facility are Your own responsibility. Active 24 are not responsible for the renewals of any domain name registrations and You should make Your own arrangements for reminding Yourself when any name is due for renewal.
3.6 Where Active 24 is acting as registrar, the ICANN-adopted consensus policies on transfer of sponsorship of registrations between registrars shall apply. Active 24 reserves the right to charge an administrative fee in respect of any transfers to another web hosting or domain name registration company in accordance with Active 24's Standard Price List from time to time.
3.7 Special terms and conditions apply additionally to registrations of Multilingual Domain Names (MDNs). Please refer to the separate notice on the Active 24 website.
Information You are required to submit
3.8 As part of the registration process, You are required to provide certain information and to promptly update this information as needed to keep it current, complete and accurate. This information will be used by Active 24 in accordance with its Privacy Policy and the provisions of the Data Protection Act 1998. The information You are obliged to provide in connection with the domain name You are registering is the following:
Your name and postal address (or if different, that of the domain name holder);
the domain name being registered;
3.9 You agree and acknowledge that when You renew Your domain name registration, the type of information You are required to provide may have changed. If You do not wish to provide the new required information, Your registration may not be renewed.
3.10 All other information which Active 24 may request from You at registration is voluntary. However, not providing this information may prevent You from obtaining all products and services made available to domain name registrants by Active 24, other than registration of the domain name.
3.11 If You intend to license use of a domain name to third party You are still responsible for providing the contact information specified above. You accept liability for any wrongful use of the domain name unless You promptly discuss the identity of the license to any party providing reasonable evidence of actionable harm.
3.12 If You licence a domain name to a third party You will remain responsible for payment of the relevant Fees and performance of all other obligations under this Agreement.
Additional information maintained about Your registration
3.13 In addition to the information You provide, as registrar Active 24 maintains records relating to Your domain name registration. These records may include:
- the original creation date of the registration;
- the submission date and time of the registration application to Active 24 and by Active 24 to the proper registry;
- communications (electronic or paper form) constituting registration orders, modifications, or terminations and related correspondence between You and Active 24;
- records of account for Your domain name registration, including dates and amounts of all payments and refunds
- the IP addresses of the primary nameserver and any secondary nameservers for the domain name;
- the corresponding names of those nameservers;
- the name, postal address, e-mail address, voice telephone number, and where available, fax number of the technical contact for the domain name;
- the name, postal address, e-mail address, voice telephone number, and where available, fax number of the zone contact for the domain name;
- the expiration date of the registration;
- information regarding all other activity between You and Active 24 regarding Your domain name registration and related services.
Obligations relating to provided data
3.14 In the event that, in registering the domain name, You are providing information about a third party, You hereby represent that You have provided notice to that third party of the disclosure and use of that party's information as set forth in this Agreement, and that You have obtained that third party's express consent to the disclosure and use of that party's information as set forth in these Terms. 3.15 You acknowledge that wilfully providing inaccurate information or wilfully failing to update information promptly, or failure to respond for over fifteen (15) days to inquiries by Active 24 concerning the accuracy of contact details associated with Your registration will constitute a material breach of these Terms and will be sufficient basis for cancellation of Your domain name registration.
3.16 Active 24 will not process data about any identified or identifiable natural person that Active 24 obtains from You in a way incompatible with the purposes and other limitations which Active 24 describes in this Agreement or in connection with its duties under the Data Protection Act 1998.
3.17 Active 24 will take reasonable precautions to protect the information it obtains from You from Active 24's loss, misuse, unauthorised access or disclosure or use, or alteration or destruction, of that information. Active 24 will have no liability to You or any third party to the extent that such reasonable precautions are taken.
Disclosure and use of registration information
3.18 You agree and acknowledge that Active 24 will make available domain name registration information You provide or that Active 24 otherwise maintains to ICANN, to the registry administrator(s), and to other third parties as ICANN and applicable laws may require or permit. You further agree and acknowledge that Active 24 may make publicly available, or directly available to third party vendors, some, or all, of the domain name registration information You provide, for the purposes of inspection or for targeted marketing and other purposes as required or permitted by ICANN and applicable laws.
3.19 Additionally, You acknowledge that ICANN may establish guidelines, limits and/or requirements that relate to the amount and type of information that Active 24 may or must make available to the public or to private entities and the manner in which such information is made available.
3.20 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 Active 24.
Ownership of data
3.21 You agree and acknowledge that Active 24 owns all database, compilation, collective and similar rights, title and interests worldwide in Active 24's domain name database, and all information and derivative works generated from the domain name database. You further agree and acknowledge that Active 24 owns the following information for those registrations for which Active 24 is the registrar:
- the original creation date of the registration,
- the expiration date of the registration,
- the name, postal address, e-mail address, voice telephone number, and where available fax number of the technical contact, administrative contact, zone contact and billing contact for the domain name registration,
- any remarks concerning the registered domain name that appear or should appear in the WHOIS or similar database, and
- any other information Active 24 generates or obtain in connection with the provision of domain name registration services, other than the domain name being registered, the IP addresses of the primary nameserver and any secondary nameservers for the domain name, and the corresponding names of those nameservers.
Domain Registrar Transfers
3.21 You agree that You can change registrar for an existing domain name only in accordance with the policy of the relevant registry. You agree You may not change registrar for a period of sixty (60) days after initial registration of the domain name with Active 24. Only the "Authoritative Holder" (the entity listed as the registrant in the current domain name registration) of the domain name registration may initiate a request to transfer that domain name registration from another registrar to Active 24. You hereby represent that You have the full and complete authority as the holder of the domain name registration to initiate such a transfer, or that You have been given full and complete authority by the Authoritative Holder of the domain name registration to initiate such a transfer. Active 24, at its sole discretion, may require You to provide documentation that proves that the Authoritative Holder of the domain name initiated this transfer request. The request to transfer a domain name registration from another registrar to Active 24 may be denied:
- during the first sixty (60) days after initial registration of the domain name with the original registrar;
- in accordance with circumstances described in the Domain Name Dispute Policy;
- if there is a pending bankruptcy of the domain name holder;
- where there is a dispute over the identity of the domain name holder;
- by operation of law; or
- at the discretion of the then-current registrar.
It is the responsibility of the Authoritative Holder to ensure that the request to transfer will not be denied for any of the above reasons prior to initiating and paying for the registrar transfer services. Fees are not refundable, but can be applied to subsequent transfer requests at Active 24's sole discretion.
Upon successful completion of the registrar transfer request, Active 24 shall immediately become the registrar of record. You will be required to extend Your existing registration term for one (1) year from the date Your existing registration is set to expire, provided that the total unexpired term of a registration does not exceed ten (10) years.
4. ACTIVE 24 SERVICES
4.1 Active 24 specifically excludes any warranty as to the accuracy or quality of information received by any person via the Server and in no event will Active 24 be liable for any loss or damage to any data stored on the Server. You are responsible for maintaining insurance cover in respect of any loss or damage to data stored on the Server.
4.2 You warrant to Active 24 that You will only use Your assigned Web Site for lawful purposes, and accept sole responsibility for all content that is published on the server. In particular, You further warrant and undertake to Active 24 that:
- You will not, nor will You authorise or permit any other party to, use the Server in violation of any law or regulation;
- You will not knowingly or recklessly post, link to or transmit:
- any material that is unlawful, threatening, abusive, harmful, malicious, libellous, defamatory, obscene, pornographic, profane or otherwise objectionable in any way; or
- any material containing a virus or other hostile computer program;
- any material that shall constitute or encourage a criminal offence, give rise to civil liability or that violates or infringes any trade mark, copyright, other intellectual property rights or similar rights of any person, firm or company under the laws of any jurisdiction; and
- You will conform to the standards and acceptable use policies of Active 24, as defined in this clause 4, and You will ensure that neither You nor any of Your end users make excessive or wasteful use of the Server to Active 24's detriment or that of Active 24's other customers. Specifically:
- If the total storage space that is occupied on Active 24's server by the contents of Your website exceeds the amount of allocated storage space by more than 10% over a one month period, as measured in megabytes, and based on the total amount of space designated for a give web service level, Active 24 shall issue a warning to You by email requesting You remove the contents or upgrade to a higher capacity product. If You do not comply with the request, Active 24 can upgrade You to a more suitable server level without obtaining Your consent or alternatively may elect to close down the service without further notice. You shall then comply with the terms and conditions specified for the new product if applicable.
- With regards to data traffic on Active Shared Hosting services, a Fair Use policy will apply. If the contents of Your website regularly generates more server traffic than is deemed acceptable by Active 24, being to the detriment of other Active 24 customers, Active 24 shall issue a warning by email to You in which Active 24 requests that You remove the contents or upgrade to a more suitable package. Overloading may be caused by abnormally high traffic on Your web pages or by powerful software solutions, which You have installed on the web site. The warning will also contain the terms and conditions for the appropriate solution, which is capable of handling Your prevailing level of traffic. If You do no comply with this warning within 10-business days, Active 24 reserves the right to close down Your website.
- Active Dedicated Hosting and Active Enterprise Hosting product ranges have a set bandwidth allocation applicable to each product, defined in Mbps or GB for which a fee is payable. If in any calendar month, You obtain any bandwidth or disk space usage over that basic allocation then Active 24 will charge You its standard over-usage charge, which will be invoiced one (1) calendar month in arrears and payable in accordance with clause 7.
- Active 24 can routinely carry out searches in Your database for information that is unlawful or in some other way conflict with our commercial profile as a family-friendly corporate entity. Active 24 shall implement adequate internal procedures so as to ensure that information of this nature is kept confidential and is only being accessed by Active 24 personnel.
In the event that Active 24 has reason to believe that You are publishing or distributing illegal contents or in some other ways contributing to illegal activity using Active 24's servers, Active 24 can access and copy Your stored information. Active 24 shall delete the copied contents as soon as suspicion has been refuted, or when the need for a copy can no longer be justified. Under no circumstances will Active 24 grant access to the contents retrieved to other parties, unless You have given consent or an order for compulsory disclosure is served on Active 24 by governing authorities.
4.3 Active 24 may suspend the Service immediately in its sole discretion if it receives any complaint that material on the Server may be unlawful, harmful or defamatory or if it believes its standards or acceptable use policy have been breached
4.4 You are responsible for obtaining any licenses or permissions from public authorities that are required due to the contents uploaded by, or the web activity undertaken by You.
4.5 Active 24 may disclose Your name and address to a complaining individual or naming authority if in its reasonable discretion, it is necessary or appropriate to do so.
4.6 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. Active 24 will take all reasonable steps to ensure accurate and prompt routing of messages but it will not accept any liability for non-receipt or misrouting or any other failure of email.
4.7 You warrant, undertake and agree that:
- all transactions within any online store system operated by You will be contracts for the sale of goods between You as the merchant and Your end-user customer and You agree that Active 24 may include an exclusion of its liability in respect of such purchases and transactions in such form as it deems appropriate;
- the information contained within any online store system complies with all applicable law, including, without limitation, any distance selling regulations and data protection regulations in force from time to time;
- You will keep secure any identification, password and other confidential information relating to Your account and You will notify Active 24 immediately of any known or suspected unauthorised use of Your account, or any known or suspected breach of security, including loss, theft or unauthorised disclosure of Your password information.
4.8 While Active 24 will use reasonable endeavours to ensure the integrity and security of the Server, it does not guarantee that the Server will be free from unauthorised users or hackers.
4.9 You will receive a password, which is used as a safety mechanism when logging into your Control Panel and/or server. Active 24 has the right to run software that verifies the user name and password. You have sole responsibility for any passwords that are allotted to You, and You shall keep all such passwords confidential and take all security measures to prevent any unauthorised person from gaining access to any password.
4.10 Shared Hosting services and Active Dedicated Server are provided on the basis of an initial term of twelve (12) months. Thereafter the Services will automatically continue until You terminate the Services giving 30 days notice in writing to Active 24. Any such termination or cancellation will be subject to the payment of any outstanding charges.
4.11 Active 24's Service Level Agreements set out the hosting performance You can expect and Your right to credits in the event of non-performance of Your Active 24 server.
4.12 Active 24 retains the exclusive ownership and proprietary rights to all equipment to which You are granted access under this agreement, unless this agreement relates to co-located servers supplied by You in which case the server box itself remains the property of You and all network and ancillary equipment remains the property of Active 24.
5. RESELLER TERMS AND CONDITIONS
5.1 Resale of web space or functionality on any product is not permitted without approval and written agreement from Active 24, granted after registration is lodged on the website www.active24.co.uk.
5.2 If You are or become a reseller of Active 24's Services You must ensure that You continue to comply with these Terms by making Your customers bound to no less comprehensive and protective Terms than these.
5.3 You agree that in Your capacity as reseller of Active 24's Services You will not incur any liability on Active 24's part nor in any way pledge or purport to pledge its credit or purport to make any contract binding on Active 24.
5.4 Active 24 does not accept liability or default of Your own customers as affecting or limiting Your obligations under this Agreement and suggests that You require Your customers to sign a form of this Agreement.
5.5 As a reseller You shall hold Active 24 and shall procure that Your customers hold Active 24 harmless in respect of any act or omission by You or Your customers and to indemnify Active 24 in respect of any claims that may be made directly against Active 24.
GENERAL TERMS AND CONDITIONS
6. ORDERS
6.1 Each Order for Services by You shall be deemed to be an offer by You to buy the Services from Active 24 subject to these Terms. No Order shall be deemed to be accepted by Active 24 until Active 24 issues a written acknowledgement or (if earlier) the Services are provided.
6.2 Active 24 shall be under no obligation to deliver any Services in addition to those identified in the Order without the prior written consent of a duly authorised representative of Active 24.
6.3 You shall provide to Active 24, at Your cost, any information, resources or facilities reasonably requested by Active 24 for the delivery of the Services and, where necessary, ensure that Your employees, contractors and other suppliers co-operate fully and promptly with Active 24.
6.4 Any instructions supplied by You to Active 24 in relation to the Services must be complete, accurate and clearly legible. Active 24 reserves the right to make a charge for any costs and any additional work incurred by Active 24 from any failure by You to comply with this provision and shall not be liable for any errors caused by such failure.
6.5 You acknowledge and agree that the Services commence upon the sending of Active 24's notice of confirmation, pursuant to clause 7.1 above, and that there is no right to cancel this Agreement under the Council Directive 97/7/EC on the protection of consumers in respect of distance contracts or associated local laws.
7. PAYMENT
7.1 Active 24 will take payment under its direct debit or alternative arrangements annually in advance unless otherwise agreed. The first payment will cover the set-up and twelve (12) months' hosting for shared hosting, the set-up and three (3) months hosting for dedicated hosting, and as directed in the Active 24 sales proposal for enterprise hosting.
7.2 Without prejudice to Active 24's other rights and remedies under this Agreement, if any sum payable is not paid on or before the due date, Active 24 reserves the right, forthwith and at its sole discretion, to suspend the provision of Services to You.
7.3 Subject to an increase in third party costs such as Local Administration Costs, the Fee for the Services shall be in accordance with the relevant scale of charges and rates published from time to time on www.active24.co.uk. Active 24 reserves the right to alter the Fees payable for Services at any time and any new Order for Services after such time shall be deemed to have been made in acceptance of such new Fees. Such alterations will not affect any previously accepted Order or quotation given under 7.4 below.
7.4 You acknowledge that Local Administration Costs may differ from the amount or amounts (if any) previously indicated by Active 24 as a result of changes in pricing by the relevant domain authority and/or changes in the exchange rate and associated bank charges and You agree to pay the actual Local Administration Costs incurred by Active 24 on Your behalf if higher than those set out in the Order.
7.5 You acknowledge that the Fee may represent only the initial costs of a domain name registration and that continued use of the name will require You to pay recurring charges and renewal fees in accordance with Clause 7.1.
7.6 Unless otherwise expressly specified in the Order, and subject to clause 3.2, all quotations given by Active 24 for Active 24's Fees are valid for a period of fourteen (14) days only from the date upon which they are given, after which time the quotation shall automatically expire.
7.7 The price of the Services is exclusive of VAT or its equivalent and all other tax or duty which, if applicable, shall be payable by You in addition at the appropriate rate.
7.8 Active 24 reserves the right to demand payment on account in advance of providing any Services and unless otherwise specified in the Order may invoice in respect of work completed or to be carried out, before, during and after completion of such work as it sees fit.
7.9 You will provide Active 24 with the details requested in Clause 3 and the relevant subscription details, including details of Your preferred payment method and confirmation that Active 24 may process Your details in order to renew Your Subscription.
7.10 Active 24 will automatically renew Your Subscription for a further twelve (12) months unless You advise it otherwise with at least 30 days written notice for Active Shared and Active Dedicated Hosting Customers, and 90 days notice for Active Enterprise Hosting customers. Payment for such renewal will be taken in accordance with this Clause 7.11. On receipt of the funds by Active 24, Active 24 shall send a receipted invoice to You.
7.11 Invoices are payable within thirty (30) days of the date of the invoice without deduction or set-off. Unpaid invoices shall attract interest at a rate of 4% above the base rate of Barclays Bank plc per annum without prior notice (such interest being payable both before and after any judgment may be obtained) and Active 24 reserves the right to suspend the Services until payment is made. Time for payment is of the essence. With regard to Fees that relate to the relevant fee for a domain name registration, You must make payment in full before Your application can be accepted.
7.12 Where You do not re-register Your domain name(s), Active 24 may choose to register the title in and ownership to these domain names, and if such Fees are overdue Active 24 may deal with such names without restriction as if the full legal and beneficial owner.
8. INTELLECTUAL PROPERTY RIGHTS AND OTHER CONSENTS
8.1 Active 24 retains ownership of all intellectual property rights in the Materials. Active 24 grants to You a limited licence to store and view the Materials delivered to You on Your internal computer network. Unless done so strictly for Your internal business use, the Materials may not be otherwise reproduced, transmitted, broadcast or displayed in public without Active 24's prior written consent. Active 24 is the proprietor of the Active 24 trade mark in the UK and other countries. All other trade marks, product names and company names or logos used in Active 24's site are Active 24 property or that of their respective owners. No permission is given by Active 24 in respect of the use of any such trade marks, get-up, product names, company names, logos or titles and You acknowledge that such use may constitute an infringement of the holder's rights.
8.2 You are solely responsible for obtaining all intellectual property rights clearances and/or other consents and authorisations necessary in respect of the names, marks or other materials which are the object of the Services and You warrant that Active 24 use of such Objects shall not infringe any third party's intellectual property rights or be otherwise unlawful or illegal.
On becoming aware of any dispute between You and any other individual or organisation regarding the Objects, Active 24 reserves the right, at its sole discretion and without notice or liability to You, to cease any further use of such Objects including, without limitation, deleting or suspending them from its computer systems and/or to make appropriate representations or provide information to any relevant authority or interested party.
Use of the Active 24 Website
8.3 Active 24 provide the information on its websites, including www.active24.co.uk, and encourage you to print copies of the information for your personal use, store the files on your computer, and establish inks with this website from your own documents. However, there are legal limitations and restrictions that are imposed on all visitors to this and related sites.
8.4 These sites contain information which is the proprietary property of Active 24. Active 24 has invested money, time and effort to develop this site and the information contained herein. Such property includes but is not limited to copyrights, trademarks, and information about technology. These may be provided in the form of text, graphic, audio, and video downloads, links, games or source codes ('Services and Materials'). Active 24 retains the rights to such Services and Materials.
8.5 Services and Materials are intended only for Active 24's customers and are provided only for your convenience. Active 24 grants you no license or property rights to any such Services and Materials.
8.6 Active 24 does not warranty the accuracy, completeness or reliability of Services and Materials and other items contained on this server or any other server. Therefore, you are not to rely on any Services and Materials provided in this site unless we expressly advise you in writing that you may do so.
8.7 The Services and Materials are provided by Active 24 on an as is basis, and Active 24 expressly disclaims any and all warranties, expressed or implied, including without limitation warranties of merchantability and fitness for a particular purpose, with respect to any services or materials. In no event shall Active 24 be liable for any direct, indirect, incidental, punitive, or consequential damages of any kind whatsoever with respect to the services and materials.
8.8 Please do not rely upon or utilise the Services and Materials to purchase, sell, trade or transact in any securities. Note that information provided herein does not meet disclosure requirements or regulatory bodies as may be required in different countries, including but no limited to the UK Financial Securities Authority (FSA). Investment decisions should not be made based upon Services and Materials provided herein.
8.9 The information regarding the stocks and any information contained within these websites do not constitute an offer by Active 24 of any of its securities nor does it constitute a request for an offer to buy any securities.
9. LIABILITY
9.1 Whilst Active 24 shall use reasonable skill and care in the delivery of the Services You acknowledge that the delivery of the Services:is subject to the inherent technical and operational limitations of the Internet, including, but not limited to, the lack of security and unreliability of its communications, the evolving nature of its organisational, legal and regulatory framework, and the potential inaccuracy and variable standards of its relevant data repositories, such as national domain name registries, and is therefore made without guarantee as to accuracy or completeness for which Active 24 shall have no liability to You or any third party; may, in whole or in part, be prohibited, restricted or otherwise subject to relevant third party contractual provisions, such as the terms and conditions of Internet naming authorities, for which Active 24 shall have no liability to You and You warrant that You shall ensure that You are made aware of, and comply with, such provisions.
9.2 Active 24 shall use reasonable endeavours to provide continuing availability of the Server and the Services but shall not, in any event, be liable for Service interruptions or down time of the Server, except to the extent set out in the Service Level Agreement applicable to the Services You have ordered.
9.3 Active 24 shall not be liable for any delay or failure to perform its obligations under this Agreement where such delay or failure is due to circumstances beyond its reasonable control including, without limitation, any act or omission by You or providers of internet connectivity and other events of force majeure. Any time deadlines set out in the Order or otherwise agreed are estimates only.
9.4 All conditions, terms, representations (other than fraudulent representations) and warranties relating to the Services, whether implied by law or otherwise, which are not expressly stated in this Agreement including, without limitation, the implied warranty of satisfactory quality and fitness for a particular purpose are excluded to the fullest extent possible by law.
9.5 Active 24's total aggregate liability to You for any claim in contract, tort, negligence or otherwise arising out of or in connection with this Agreement and the provision of the Services shall be limited to the price paid by You, in respect of the Services which are the subject of any such claim and provided that You notify Active 24 of any such claim within one (1) year of it arising. In no event shall Active 24 be liable to You for any loss of business, contracts, profits or anticipated savings, goodwill or for any other indirect or consequential or economic loss whatsoever.
9.6 Nothing in this Agreement shall limit or exclude Active 24's liability for death or personal injury resulting from Active 24's negligence or any other liability, the limitation or restriction of which is prohibited by law.
9.7 The Services are provided by Active 24 for Your exclusive use. Active 24 does not accept any liability or obligation towards any third party or generally towards any person and the Contract (Rights of Third Parties) Act 1999 shall not apply to the relationship between You and Active 24.
10. INDEMNITY
You agree to indemnify, defend and hold harmless Active 24 and its directors, officers, employees and agents and the registry operator for .com, .net and .org domain names (VeriSign,Inc), its directors, officers, employees and agents and affiliates, from and against any and all claims, damages, liabilities, costs and expenses, including reasonable legal fees and expenses arising out of or relating to the Your domain name registration.
11. CONFIDENTIALITY AND PUBLICITY
11.1 Both You and Active 24 undertake not to disclose to a third party any confidential information which You or Active 24 receives relating to the contents or performance of this Agreement or the other's business in general, and shall procure that each of its directors and employees shall not do so, except with the prior consent in writing of the other, as required by law, or to the extent to which that information is publicly available or already known to the receiving party at the date of receipt other than through any unauthorised disclosure by any person.
11.2 Without prejudice to clause 12.1, Active 24 shall be entitled to mention Your name as a client of Active 24 and the name(s) of products in respect of which Active 24 provides Services in publicity and promotional material on and off-line without Your prior consent unless You send notice in writing to Active 24 (by post to Legal Department, Active 24 plc, Elysium House, 126-128 New Kings Road, London SW6 4LZ or by email to legal@active24.co.uk) referencing this clause and requesting no publicity. Any request will only apply to publicity material to be prepared after such notice is given and Active 24 will be under no obligation to cease using material printed or published prior to such notice.
12. CREDIT CARD SECURITY
12.1 Active 24 use a secure server that implements Secure Socket Layer (SSL) technology (certified to the standard for encrypted credit card transactions stipulated by Verisign Inc.) to prevent any person from gaining access to Your credit card or registration information whilst it is on Active 24's site or being transmitted across the Internet.
12.2 If You discover that goods or services have been ordered from a supplier over Active 24's site using Your credit card details in circumstances where You had not agreed to or authorised this, then (provided You have not, through failure to take reasonable care, allowed an unauthorised person to gain access to Your credit card details, purchaser ID or password) Active 24's suppliers are required to refund to You the money they receive provided that: (a) You inform Your credit card company and Active 24 of the unauthorised purchase as soon as You discover it; and (b) You co-operate with Your credit card company, the supplier, Active 24 and, if necessary, the police in relation to the unauthorised use.
13. TERMINATION & CANCELLATION
Termination by Active 24
13.1 Active 24 may terminate this Agreement forthwith if You fail to pay any sums due to Active 24 as they fall due or if, in its reasonable opinion, You do not have sufficient technical expertise to use the Service without excessive ongoing technical support.
13.2 Active 24 may terminate this Agreement upon written notice if You breach any of these Terms and You fail to correct the breach within thirty (30) days following written notice from Active 24 specifying the breach, or if You are a company and You go into insolvent liquidation, or if You are a person and You are declared bankrupt.
13.3 You acknowledge and agree that Your domain name registration is subject to suspension, cancellation, transfer or modification pursuant to the terms of any rules or policies applicable to Your domain name registration, including, but not limited to the UDRP, any ICANN adopted policy, any registrar (including Active 24) or registry administrator procedures, or (iv) any other ccTLD registry administrator procedures.
13.4 On termination of the Agreement Active 24 shall be entitled immediately to block Your Web Site and to remove all data located on it. Active 24 will hold such data for a period of fourteen (14) days and allow You to collect it at Your expense, failing which Active 24 shall be entitled to delete all such data. Active 24 shall further be entitled to post a notice in respect of the non-availability of Your Web Site as Active 24 thinks fit.
13.5 Active 24 may close down this account forthwith without compensation to You and Your duty to pay shall be in force until the expiry date of the contract:
In the event that an encumbrance takes possession of, or an examiner or a receiver is appointed over, any or Your property or assets; If You make any voluntary arrangement with Your creditors, or (being a company) go into liquidation save for purposes of reconstruction and amalgamation. Cancellation by You the Customer
13.6 Your right to cancel a pending order can be invoked if You are a consumer however orders placed by an organisation or company entity, as a general rule can not invoke the right to cancel. If You invoke the right to cancel in accordance with this Agreement or mandatory law, You must do so in writing within 14 days from the date of order and Active 24 will accept return of performance.
13.7 Where your request for cancellation is made within 14 days of placing your order and in the event that your request of order cancellation has been accepted by Active 24, You may get payments previously made refunded. Active 24 may, as a condition of such acknowledgement, or otherwise on early termination in accordance with clause 14, impose such reasonable charge for cancellation as it shall consider appropriate including a charge for any costs (including Local Administration Costs) and for any work incurred by Active 24 at the date cancellation is acknowledged. v13.8 In order for a Your request for cancellation to be considered for approval, it must be submitted in writing, marked to the attention of Active 24 Accounts, and be received within 14 days from the date of order, ensuring that Your request is postmarked or in some other way received by Active 24 priory to the expiry of the said 14 days, at:
Active 24 Accounts
5 Elysium Gate
126-128 New Kings Road
London SW6 4LZ
United Kingdom
Or by fax to +44 (0) 20 7854 6669.
13.9 Requests to cancel Active Shared Hosting and Active Dedicated Hosting after the initial 14 days after Your order has been placed can only be made by giving 30 days notice in writing to Active 24. Should You request the cancellation of your account with Active 24 prior to the expiry of the relevant 12 month subscription period, Active 24 may, as a condition of such acknowledgement, or otherwise on early termination in accordance with clause 14, impose such reasonable charge for cancellation as it shall consider appropriate including a charge for any costs (including Local Administration Costs) and for any work incurred by Active 24 at the date cancellation is acknowledged. No monies previously received will be refunded as a result of cancellation under this clause. This clause 13.9 does not apply to Active Enterprise Hosting Customers.
13.10 Active Enterprise Hosting services are provided on the basis of an initial fixed term of twelve (12) months which, subject always to Your right to cancel the services on payment of any outstanding charges and a cancellation fee equivalent to the remainder of the Services, will automatically continue for additional twelve (12) month periods thereafter unless and until terminated in writing on ninety (90) days notice.
13.11 No purported cancellation of any Order or part of an Order will be effective unless and until Active 24 gives written acknowledgement of cancellation.
14. NOTICES
14.1 Any notice to be given by either party to the other may be sent by either email, fax or recorded delivery to the address of the other party as appearing in this Agreement or ancillary application forms or such other address as such party may from time to time have communicated to the other in writing, and if sent by email shall unless the contrary is proved be deemed to be received on the day it was sent or if sent by fax shall be deemed to be served on receipt of an error free transmission report, or if sent by recorded delivery shall be deemed to be served two (2) days following the date of posting.
15. LAW
15.1 For the adjudication of disputes concerning or arising from use of the domain name, the domain name holder shall submit, without prejudice to other potentially applicable jurisdictions, to the jurisdiction of the courts of the place of business of Active 24; London, England.
15.2 Subject to clause 16.1 above:-the Agreement (and any dispute, controversy, proceedings or claim of whatever nature arising out of or in any way relating to this Agreement or its promotion) shall be governed by and construed in accordance with English law. each of the parties to this Agreement irrevocably agrees that the courts of the place of business of Active 24; London, England shall have exclusive jurisdiction to hear and decide any suit, action or proceedings and/or to settle any disputes which may arise out of or in connection with this Agreement and, for these purposes, each party irrevocably submits to the jurisdiction of the courts of the place of business of Active 24; London, England.
16. MISCELLANEOUS
16.1 If any provision of this Agreement or part thereof shall be void for whatever reason, the offending words shall be deemed deleted and the remaining provisions shall continue in full force and effect.
16.2 Your rights and obligations under this Agreement are personal to You and You undertake that You shall not nor purport to: assign, lease, charge, sub-license, or otherwise transfer such rights and obligations in whole or in part.
16.3 Active 24 reserves the right to sub-contract any of the work required to fulfil the Services and to assign this Agreement upon notice to You.
16.4 Neither party shall be liable for any loss suffered by the other party or be deemed to be in default for any delays or failures in performance hereunder (other than in relation to payment) resulting from acts or causes beyond its reasonable control or from any acts of God, acts or regulations of any governmental or supra-national authority.
16.5 Any delay or forbearance by either party in enforcing any provisions of this Agreement or any of its rights hereunder shall not be construed as a waiver of such provision or right thereafter to enforce the same.
16.6 Clause headings have been included in this Agreement for convenience only and shall not be considered part of, or be used in interpreting, this Agreement.
16.7 No person who is not a party to this Agreement shall have any right under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this Agreement. |
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