Any User of Unidahouse.co.uk must accept to the Terms of Use of Unidahouse.co.uk this includes the Acceptable User Policy (AUP) & Agreement for the provision of Web hosting services. These can be found below:
Acceptable Use Policy (AUP) – Unidahouse.co.uk – The Student Property Search Engine
1 Introduction
1.1 Unidahouse.co.uk - The Student Property Search Engine has created this Acceptable Use Policy (AUP) to protect our resources, with a view of ensuring the integrity, security, reliability and privacy of Unidahouse.co.uk - The Student Property Search Engine’s network, systems, products, services, server hosting facilities and data contained therein (collectively, the " Unidahouse.co.uk - The Student Property Search Engine Network") and to ensure that Unidahouse.co.uk - The Student Property Search Engine complies with all relevant UK laws. This AUP must be read in conjunction with the Conditions set out in this Agreement.
1.2 For the purposes of this policy, a Customer is defined as any party who purchases or uses a Service from Unidahouse.co.uk - The Student Property Search Engine.
1.3 The Customer is solely responsible for the content and messages that they post, distribute or otherwise make available using Unidahouse.co.uk - The Student Property Search Engine Network and Services. Unidahouse.co.uk - The Student Property Search Engine encourages its Customers to self-rate their websites using a major rating agency such as the Internet Content Rating Association (ICRA) (http://www.icra.org).
1.4 It is the responsibility of the Customer to ensure that they comply with the latest edition of the AUP at any given time.
1.5 The provisions within this AUP shall not prejudice or vary the clauses and Conditions of the Agreement.
1.6 This AUP may be revised, [without notice,] at any time, at the sole discretion of Unidahouse.co.uk - The Student Property Search Engine. Completion of the relevant application form, or connection to the Unidahouse.co.uk - The Student Property Search Engine’s service for the first time, is deemed to be an agreement to our Conditions and this AUP.
1.7 In the event of a breach of this policy, Unidahouse.co.uk - The Student Property Search Engine reserves the right to terminate all or part of any service with immediate effect, without recompense, and delete any files held on our servers.
1.8 If you have any questions about any of our policies, please contact the Unidahouse.co.uk - The Student Property Search Engine at: [contact@unidahouse.co.uk].
2 Compliance with UK Law
2.1 It is an offence under UK law to transmit, receive or store certain types of data/files/content.
2.2 The Customer may not use or allow our services to be used to engage in activities, or store, transfer or receive material of an indecent, offensive or otherwise illegal nature. Any such activities may result in prosecution by the UK authorities under the relevant Criminal Acts including but not limited to the Computer Misuse Act 1990, the Protection of Children Act 1978, the Criminal Justice Act 1988 and the Prevention of Harassment Act 1997.
2.3 It a criminal offence under UK law to knowingly infringe intellectual property rights. The Customer is reminded that sharing copyright material through the use of peer to peer software may consequently constitute a criminal offence if done without permission of the right owner in question. Unidahouse.co.uk - The Student Property Search Engine will co-operate with any agency or rights holder wishing to assert their rights in these matters and Unidahouse.co.uk - The Student Property Search Engine reserves the right to withdraw service under such circumstances.
2.4 The Data Protection Act 1998 imposes duties on any organisation that processes personal data relating to third parties. Failure to comply with many of these duties constitutes a criminal offence. Customers who are not merely processing personal data for domestic (including recreational) reasons are reminded of their probable duty to register with the Information Commissioner. (Information is available online at: www.ico.gov.uk).
2.5 Under the Electronic Commerce (EC Directive) Regulations 2002, Unidahouse.co.uk - The Student Property Search Engine is in general not liable to any criminal or pecuniary penalty for any unlawful acts carried out using our service unless we have actual knowledge of those unlawful acts. Accordingly, if we become aware of credible evidence that the Customer has carried out any unlawful acts we will take preventative measures to bring those acts to an end.
2.6 As of 1/10/2008 all properties advertised/displayed/uploaded on Unidahouse.co.uk - The Student Property Search Engine are required by UK law to have a true and current Energy Performance Certificate (EPC). It is the sole responsibility of the Customer to have the correct EPC documentation before uploading their property onto our website (www.unidahouse.co.uk); it is a criminal offence not to have the correct EPC documentation. Failure to have the correct EPC documentations may result in prosecution and fines by the UK governing body. Unidahouse.co.uk - The Student Property Search Engine accepts no responsibility for the failure of a Customer to have the correct EPC.
3 Compliance with foreign law
3.1 The Internet is global in reach. Consequently it is possible for anyone using the internet to break the laws of foreign countries. Customers are therefore advised to take all reasonable steps to avoid breaching relevant foreign laws.
4 Warranties and Disclaimers
4.1 Our service warranties and the extent of our liability are explained fully in the clauses of Agreement.
4.2 By connecting to the Unidahouse.co.uk - The Student Property Search Engine network, Customers agree that Unidahouse.co.uk - The Student Property Search Engine shall not be held responsible in the event of any legal claim regarding our services.
5 Irresponsible usage
5.1 Customers acknowledge that they have a responsibility to ensure that their connection is not used in an irresponsible manner. Unidahouse.co.uk - The Student Property Search Engine deem irresponsible use of the services contrary to good Netiquette (whether actual or attempted and whether directly or indirectly) to include, but not be limited to:
5.1.1 Posting or sending unsolicited e-mail or messages substantially similar in content to 10 or more Usenet or other newsgroups, forums, listservs, or other similar groups or lists (each, a ‘List’);
5.1.2 Posting or sending messages or other content to a List which are off-topic according to the charter or other owner-published FAQs or descriptions of the List;
5.1.3 Sending unsolicited commercial messages or communications in any form;
5.1.4 Falsifying user or other Service related information, including, but not limited to, intentionally omitting, deleting, forging or misrepresenting transmission information, including headers, return mailing and Internet protocol addresses, provided to Unidahouse.co.uk - The Student Property Search Engine or to other Service users or engaging in any activities or actions intended to withhold or cloak Customer's or its End Users identity or contact information;
5.1.5 Promoting or participating in Chain Letters, “Make Money Fast” and other Ponzi Pyramid-Selling Schemes, even where they offer no financial or material reward;
5.1.6 Engaging in any other activity that:
5.1.6.1 violates a law or regulation (including, but not limited to, libel, slander, invasion of privacy, harassment, obscenity, child pornography, export laws and regulations, and infringement or misappropriation of another party's copyrights, trademarks, patents, trade secrets or other intellectual property rights);
5.1.6.2 threatens the integrity and/or security of any network or computer system (including, but not limited to, transmission of worms, viruses and other malicious codes and accessing any device or data without proper authorisation);
5.1.6.3 attempts to use the Service in such a manner so as to avoid incurring charges for or otherwise being required to pay for such usage;
5.1.6.4 otherwise degrades or interferes with other users' use of a Service;
5.1.6.5 breaches a third party non-disclosure agreement or obligation, or
5.1.6.6 violates generally accepted standards of Internet (Netiquette) or other networks conduct and usage, including, but not limited to, denial of service attacks, web page defacement, port and network scanning, and unauthorised system penetrations.
5.1.7 Engaging in any of the activities listed above by using another provider's service, but channelling the activity through a Unidahouse.co.uk - The Student Property Search Engine account, remailer, or otherwise through a Service.
5.2 Any violation of this policy by or on behalf of a Customer or a Customer’s End User, and violation by a third party on behalf of a Customer or Customer’s End User, shall be considered a violation of the policy by such Customer or Customer’s End User.
5.3 Without prejudice to clauses 8 and 9 or any other clauses in the Agreement, in the event that a Customer’s services are used for any purpose that Unidahouse.co.uk - The Student Property Search Engine deem irresponsible or contrary to Netiquette and in violation of the Agreement and AUP then Unidahouse.co.uk - The Student Property Search Engine reserve the right to suspend service while the usage is investigated in consultation with the customer. Should investigation determine that the service has been used irresponsibly, Unidahouse.co.uk - The Student Property Search Engine reserve the right to terminate the Customer’s account with immediate effect. Wherever possible the customer will be notified in advance of any termination.
5.4 Unidahouse.co.uk - The Student Property Search Engine has no obligation to monitor the Communication Services. However, Unidahouse.co.uk - The Student Property Search Engine reserves the right to review materials posted to a Communication Service and the removal of any materials is at its sole discretion. Unidahouse.co.uk - The Student Property Search Engine reserves the right to terminate the Customer’s access to any or all of the Communication Services at any time without notice on any reasonable grounds.
5.5 Unidahouse.co.uk - The Student Property Search Engine reserves the right at all times to disclose any information as necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, at Unidahouse.co.uk - The Student Property Search Engine’s sole discretion.
5.6 Unidahouse.co.uk - The Student Property Search Engine requests the use of extreme caution when giving out any personally identifying information about yourself (the Customer) or the Customer’s children in any Communication Service. Unidahouse.co.uk - The Student Property Search Engine does not control or endorse the content, messages or information found in any Communication Service and, therefore, Unidahouse.co.uk - The Student Property Search Engine specifically disclaims any liability with regard to the Communication Services and any actions resulting from the Customer’s participation in any Communication Service. Managers and hosts are not authorized Unidahouse.co.uk - The Student Property Search Engine spokespersons, and their views therefore cannot necessarily be held to reflect the views of Unidahouse.co.uk - The Student Property Search Engine.
6 Security and privacy
6.1 Login names and passwords must be kept secret and not be communicated to any third party. Unidahouse.co.uk - The Student Property Search Engine must be notified immediately if security is compromised. If a customer forgets or loses their password, they will need to contact support to have it changed.
6.2 Customers are responsible for all traffic that is sent from their server. It is therefore the Customer’s responsibility to ensure that all software is virus-free and up-to-date with all relevant security patches. In particular, server software running on public-facing ports, such as mail servers and proxy servers, must not be remotely exploitable.
6.3 If Unidahouse.co.uk - The Student Property Search Engine finds malicious traffic emanating from a Customer’s server, Unidahouse.co.uk - The Student Property Search Engine have an obligation to our other customers and peering networks to take urgent measures to block that traffic. In many cases, this can be achieved by selective port blocking, but in other cases, this will involve disconnecting and suspending the account until the issue has been resolved. Unidahouse.co.uk - The Student Property Search Engine understand that in many cases a customer may not be responsible for or aware of the problem, and therefore Unidahouse.co.uk - The Student Property Search Engine will work with the Customer to resolve the issue as efficiently as possible to restore normal service.
7 E-mail
7.1 The Customer may not use Unidahouse.co.uk - The Student Property Search Engine services to send unsolicited commercial e-mail. Unidahouse.co.uk - The Student Property Search Engine will block the mail services of any customer found to be sending such mail.
7.2 [Customers may not have Open Mail Relays. Unidahouse.co.uk - The Student Property Search Engine will close the relay or connection of any customer found with an open mail relay.]
7.3 Opt-in mailing lists are allowed, where it can be proved that subscribers did opt-in and that a suitable opt-out mechanism is available.
7.4 [Unidahouse.co.uk - The Student Property Search Engine reserve the right to remove any mail older than 60 days from shared mail servers. It is the Customer's responsibility to ensure that mail is regularly collected and removed from Unidahouse.co.uk - The Student Property Search Engine’s POP3 server. Unidahouse.co.uk - The Student Property Search Engine strongly advise against the use of the POP3 option to keep mail on the server. If a POP3 mailbox contains an excessive amount of mail, Unidahouse.co.uk - The Student Property Search Engine reserve the right to remove older mails from the mailbox to reduce its size.]
8 Hosting (Shared Server)
8.1 By uploading to the services, the customer will be deemed to have accepted the Conditions of use of the Web space service as defined in the Agreement.
8.2 The Customer will be responsible for the content of their property listings and forum posts, including obtaining the legal permission for any works they include and ensuring that the contents of these pages do not violate UK law. Unidahouse.co.uk - The Student Property Search Engine reserve the right, without notice or explanation, to remove material which does not comply with this AUP or the Conditions of the Agreement.
8.3 Unidahouse.co.uk - The Student Property Search Engine reserves the right to suspend any or all of the service at any time, without prior notice, explanation, or recompense.
8.4 The Customer will be held solely responsible for any defamatory, confidential, secret or other proprietary material made available via their website. Unidahouse.co.uk - The Student Property Search Engine reserves the right to suspend any sites containing such material. The Customer must exercise caution when using peer to peer networking software to ensure that they do not download or transfer material which they do not have the right to download or transfer.
8.5 Login names and passwords must be kept secret and not communicated to any third party, except for agencies, such as Webpage designers, working on the Customer’s behalf. Unidahouse.co.uk - The Student Property Search Engine must be notified immediately if security is compromised.
8.6 The Customer has sole responsibility for ensuring that any data is suitably backed-up. Unidahouse.co.uk - The Student Property Search Engine will not keep backups of the Customers’ websites. Unidahouse.co.uk - The Student Property Search Engine will accept no responsibility whatsoever for loss of data or information resulting from the use of this service.
8.7 If the account is suspended for any reason, such as non-payment, access to the Customer's website, both for viewing and uploading, may also be suspended.
8.8 On closing an account, the relevant data on this Web space will be deleted.
8.9 Unidahouse.co.uk - The Student Property Search Engine take no responsibility for the information, software, products, and services included in or available through Unidahouse.co.uk - The Student Property Search Engine. Theweb site of Unidahouse.co.uk - The Student Property Search Engine may include inaccuracies or typographical errors.
9 [ Hosting (Dedicated Server)]
9.1 By uploading to a Unidahouse.co.uk - The Student Property Search Engine dedicated server, the customer will be deemed to have accepted and agreed to the Conditions of the Agreement.
9.2 The Customer will be responsible for the content on their server, including obtaining the legal permission for any works they include and ensuring that the content on the server does not violate UK law. Unidahouse.co.uk - The Student Property Search Engine reserve the right, without notice or explanation, to remove from the network a server which does not comply with this AUP or the Conditions of the Agreement.
9.3 Unidahouse.co.uk - The Student Property Search Engine reserve the right to remove a server from the network, if it is deemed to be causing excessive load or traffic, is adversely affecting the performance of other servers on the network, or is being abused by an external entity. It is the Customer's responsibility to ensure that their scripts are not vulnerable to these problems.
9.4 The Customer agrees not to advertise their Website via unsolicited commercial e-mail. Unidahouse.co.uk - The Student Property Search Engine reserve the right to suspend a site which has been 'spamvertised' (advertised by such unsolicited commercial e-mail) at any time.
9.5 Unidahouse.co.uk - The Student Property Search Engine do not impose quotas for data transfer on dedicated servers. However if a customer is using an excessively high volume of bandwidth for data transfer Unidahouse.co.uk - The Student Property Search Engine reserve the right to revert to its Conditions [and the terms set out in the Term Sheet] and impose a charge for high usage. We ask customers who intend to use high volumes of bandwidth for data transfer to first discuss their requirement with Unidahouse.co.uk - The Student Property Search Engine.
9.6 The Customer will be held solely responsible for any defamatory, confidential, secret or other proprietary material made available via their dedicated server. Unidahouse.co.uk - The Student Property Search Engine reserve the right to remove from the network any server containing such material. The Customer must be careful when using peer to peer networking software to ensure that they do not download or transfer material which they do not have the right to download or transfer.
9.7 Login names and passwords must be kept secret and not communicated to any third party, except for agencies, such as Webpage designers, working on the Customer’s behalf. Unidahouse.co.uk - The Student Property Search Engine must be notified immediately if security is compromised.
9.8 The Customer is ultimately responsible for ensuring that their site is suitably backed-up.
9.9 If the account is suspended for any reason, such as non-payment, access to the server may be suspended.
9.10 On closing an account, the data on the dedicated server will be deleted.
10 Attempted security breaches
10.1 Any attempt to breach the security of any machine is forbidden. Attempting to do so will result in immediate account termination and possible further legal action. Users may not run any program that monitors network packet data or any program that compromises the privacy of network traffic.
10.2 It should be noted that attempting to breach security may lead to prosecution under the Computer Misuse Act 1990 or any other relevant criminal or civil legislation.
10.3 Attempts to circumvent copy protection technology and encryption are also likely to be illegal under the Copyright Designs and Patents Act 1988 (as amended).
11 Links to third party sites:
11.1 Unidahouse.co.uk - The Student Property Search Engine Web Site may contain links to other Web Sites ("Linked Sites"). The Linked Sites are not under the control of Unidahouse.co.uk - The Student Property Search Engine and Unidahouse.co.uk - The Student Property Search Engine is not responsible for the contents of any Linked Site, including without limitation any link contained in a Linked Site, or any changes or updates to a Linked Site. Unidahouse.co.uk - The Student Property Search Engine is not responsible for webcasting or any other form of transmission received from any Linked Site. Unidahouse.co.uk - The Student Property Search Engine is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by Unidahouse.co.uk - The Student Property Search Engine of the site or any association with its operators.
12 Non-Specific
12.1 The Customer may not mount an attack, by whatever means, against our system, or any other systems. The Customer may not run unauthorised mailing lists from or through any of our machines or mail servers.
12.2 Any IP addresses assigned to customers are owned by Unidahouse.co.uk - The Student Property Search Engine.
12.3 [When using a quota-based service, it is the Customer’s responsibility to remain within their usage quota. Unidahouse.co.uk - The Student Property Search Engine reserve the right to delete files for over-quota users if disk space is affecting the normal running of the server.]
12.4 [A Unidahouse.co.uk - The Student Property Search Engine affiliate is not eligible to earn commission from products purchased for their own use, whether by clicking through a banner they have placed upon their own website, or by clicking on another website’s Unidahouse.co.uk - The Student Property Search Engine affiliate banner.]
12.5 All contents of the Unidahouse.co.uk - The Student Property Search Engine Web Site are: Copyright© 2008 by Unidahouse.co.uk and/or its suppliers. All rights reserved.
Any Registered Landlord or Letting Agent must fully comply with the below Agreement. By agreeing to the Terms of Use upon registration, you are agreeing to the below agreement.
Agreement for the provision of Web hosting services
THIS AGREEMENT is made on (date of user/customer registration on Unidahouse.co.uk) BETWEEN: Unidahouse (the ‘supplier’) & the registered ‘user/customer’.
(1) (The registered ‘User/Customer’)('the User/Customer '); and
(2) (Unidahouse.co.uk – The Student Property Search Engine)[of(The Old Diary, Birdsall – YO17 9NU) Company Registration Number 6401343]('the Supplier').
Recital1
The Customer wishes to provide the Supplier with data that will be hosted on the Supplier's servers and made accessible via the Internet.
NOW IT IS AGREED as follows:
1 Definitions2
In this Agreement, unless the context otherwise implies/defines:
1.1 ‘Agreement’ means the agreement between the Supplier and the Customer for the provision of Services formed by these Conditions;
1.2 ‘Ancillary Systems’ means any Software and/or Equipment;
1.3 ‘Associated Company’ in respect of either party, means a subsidiary or holding company of that party or any subsidiary of such holding company and the terms "subsidiary" and "holding company" will have the meanings given to them by sections 736 and 736a Companies Act 1985 (and as re-defined in the Companies Act 2006);
1.4 ‘AUP’ means Acceptable Use Policy;
1.5 'the Charges' means the charges to be paid by the Customer for the Services as specified in[the schedule(or)the Term Sheet];
1.6 ‘Business Day’ means a day which is not a Saturday or Sunday or public holiday or bank holiday in England and Wales;
1.7 ‘Business Hours’ means 9am to 5pm on each Business Day;
12.6 ‘Chain Letters, “Make Money Fast” and other Ponzi Pyramid-Selling Schemes’ are schemes are similar to paper versions, where you add your name at the end of a list and send/forward the message to many recipients;
1.8 ‘Customer Materials’ means data, text, images, graphics, videos, logos and other content and material, hardware or equipment provided by the Customer in connection with the Agreement for use by the Supplier in providing the Services;
1.9 ‘Customer System’ means the Customer's computer system upon which the Software is loaded or otherwise in connection with which the Services are provided;
1.10 ‘Conditions’ means these conditions (in twenty-eight parts);
1.11 'Confidential information' means all business, technical, financial or other information created or exchanged between the parties;
1.12 'the Contact Details' means the contact details for the parties including postal address, fax number and email address, and the names of the parties' respective representatives specified in[the schedule(or)the Term Sheet];
1.13 'the Content' means all text, graphics, logos, photographs, images, moving images, sound, illustrations and other material and related documentation featured, displayed or used in or in relation to the Website;
1.14 ‘Customer/User’ means the Party as identified in this Agreement [and the Term Sheet];
1.15 'the Customer Software' means the software used in the Website owned by the Customer, or licensed to him by a third party or the Supplier, but shall not include the Supplier Software;
1.16 ‘the Customer System’ means the Customer’s computer system [upon which the Software is loaded or otherwise] in connection with which the Services are provided;
1.17 ‘Conditions’ means these conditions in this Agreement [to be read in conjunction with the Term Sheet and attached Schedules];
1.18 ‘cron job’ means a unix command for scheduling jobs to be executed sometime in the future, normally used to schedule a job that is executed periodically;
1.19 "Customer Materials" means data, text, images, graphics, videos, logos and other content and material, hardware or equipment provided by the Customer in connection with the Agreement for use by the Supplier in providing the Services;
1.20 ‘Denial of Service Attacks’ is any activity designed to prevent a specific host on the Internet making full and effective use of its facilities;
1.21 'DNS' stands for domain name server;
1.22 'Downtime' has the meaning given to it in clause 7.2;
1.23 ‘End User’ means user or client of the Customer’s Services;
1.24 ‘Equipment’ means any hardware, cabling and/or other equipment provided to the Customer by the Supplier in connection with the Agreement;
1.25 'expert's decision' means a decision of an expert made in accordance with the procedures set out in clause 19;
1.26 ‘FAQs’ means Frequently Asked Questions;
1.27 ‘Fees’ means the charges due to the Supplier under the Agreement in relation to the Services [as set out on the Term Sheet];
1.28 ‘Forged Headers’ and/or ‘Forged Addresses’ means sending e-mail or messages such that its origin appears to be another user or machine, or a non-existent machine;
1.29 'the Initial Term' means the initial term for the supply of the Services as specified in[the schedule(or)the Term Sheet];
1.30 'intellectual property rights' means patents, trade marks, design rights, applications for any of the foregoing, copyright, topography rights, database rights, rights in know-how, trade or business names and other similar rights or obligations, in each case whether registrable or not in any country;
1.31 'an IP address' stands for an internet protocol address;
1.32 'ISP' stands for internet service provider;
1.33 ‘List’ means newsgroups, forums, listservs, or other similar groups or lists;
1.34 ‘listservs’ are electronic mailing lists that allow a special usage of e-mail that allows for widespread distribution of information to many Internet users. It is similar to a traditional mailing list — a list of names and addresses — as might be kept by an organization for sending publications to its members or customers, but typically refers to four things: a list of e-mail addresses, the people (subscribers) receiving mail at those addresses, the publications (e-mail messages) sent to those addresses, and a reflector, which is a single e-mail address that, when designated as the recipient of a message, will send a copy of that message to all of the subscribers.
1.35 ‘mail bombing’ is the sending of multiple e-mails, or one large e-mail, with the sole intent of annoying and/or seeking revenge on a fellow Internet user;
1.36 'the Migration Services' means the services described in clause 15.2;
1.37 'the Monthly Fee' means the fee payable monthly by the Customer as specified in[the schedule(or)the Term Sheet];
1.38 ‘Netiquette’ means generally accepted standards and codes of practice for use of the internet including not sending bulk unsolicited email, denial of service attacks, web page defacement, port and network scanning, unauthorised system penetrations, mail bombing or impersonating another person;
1.39 an ‘Open Mail Relay’ is a machine which accepts mail from unauthorised or unknown senders and forwards it to a destination outside of your machine or network;
1.40 'outage' means router package loss in excess of[50%]sustained for more than[43200]seconds;
1.41 ‘Ponzi Pyramid-Selling Schemes’ are a fraudulent investment operation that involves paying abnormally high returns (profits) to investors out of the money paid in by subsequent investors, rather than from net revenues generated by any real business.
1.42 ‘security patches’ are updates to software that eliminate vulnerabilities that, when exploited, will compromise the security of a device. These updates can be required for operating systems, application software, Supplier Software, or any other software operating on the device.
1.43 'the Service Co-ordinator' means the person for the time being duly appointed by the Customer to act as the Customer's principal representative for the purpose and supervision of the Services as set out in the Contact Details;
1.44 'the Service Manager' means the person for the time being duly appointed by the Supplier to act as the Supplier's principal representative for the purpose and supervision of the Services as set out in the Contact Details;
1.45 'Services' means the services provided to the Customer by the Supplier as specified in [the Schedule(or)the Term Sheet];
1.46 'the Software' means the Customer Software and the Supplier Software;
1.47 'the Supplier Network' means that part of the Internet that is directly under the control of the Supplier;
1.48 'the Supplier Software' means the software and related documentation owned by or licensed to the Supplier including any upgrades or related documentation, as specified in [the schedule(or)the Term Sheet];
1.49 'the Terms of Payment' means the terms of payment of the Fees specified in [the schedule(or)the Term Sheet];
1.50
1.51 ‘upgrades' includes all updates, upgrades, enhancements, corrections, modifications, new releases, new versions and bug fixes in object code form only from time to time issued or made available by the Supplier;
1.52 'URL' stands for universal resource locator;
1.53 ‘Usenet’ (USEr NETwork) is a global, distributed bulletin board system (BBS). It is a distributed Internet discussion system that evolved from a general purpose UUCP (Unix to Unix CoPy) network of the same name;
1.54 'virus' means a computer program that copies itself or is copied to other storage media, including without limitation magnetic tape cassettes, memory chips, electronic cartridges, optical discs and magnetic discs, and destroys, alters or corrupts data, causes damage to the user's files or creates a nuisance or annoyance to the user and includes without limitation computer programs commonly referred to as 'worms' or 'trojan horses'3;
1.55 'visitor' means a third party who has accessed the Website;
1.56
1.57 'the Website' means the website identified in the[the schedule(or)the Term Sheet];
1.58 'the Website Maintenance Services' means the services to be provided by the Supplier to the Customer in relation to the Website as detailed in [the schedule(or)the Term Sheet].
2 Interpretation
In this Agreement unless otherwise specified:
2.1 reference to a subsidiary or holding company is to be construed in accordance with s.736 Companies Act 1985 (and in accordance with the relevant statutory provisions of the Companies Act 2006);
2.2 reference to a party is reference to a party to this Agreement and includes his permitted assignees and the respective successors in title to substantially the whole of his undertaking;
2.3 reference to a person includes any person, individual, company, firm, corporation, government, state or agency of a state, or any undertaking whether or not having separate legal personality and irrespective of the jurisdiction in or under the law of which it was incorporated or exists;
2.4 words denoting the singular include the plural and vice versa and words denoting any gender include all genders;
2.5 reference to a numbered clause, paragraph or schedule is to that clause, paragraph or schedule of this Agreement;
2.6 'this Agreement' shall, unless the context otherwise requires, mean and include [the schedule(and/or)the Term Sheet (and/or) the AUP];
2.7 'control' is to be construed in accordance with s.416 Income and Corporation Taxes Act 1988 and 'controlling' and 'controlled' shall be construed accordingly;
2.8 'includes' and 'including' mean includes and including without limitation;
2.9 references to ‘denial of service attacks’ includes, but is not limited to:
2.9.1 mail bombing an address in such a way to make their Internet access impossible, difficult, or costly;
2.9.2 opening an excessive number of e-mail connections to the same host;
2.9.3 sending e-mail designed to damage the receiver's systems when interpreted; for example, sending malicious programs or viruses attached to an e-mail, and
2.9.4 using a smarthost or e-mail relay without authorisation to do so.
2.10 the index to and the headings in this Agreement are for information only and shall be ignored in construing it; and
2.11 references in this Agreement to the provisions of statutes or statutory instruments are deemed to include those provisions as amended or substituted.
3 Duties
3.1 Subject to the terms and conditions of this Agreement, the Supplier shall provide the Services to the Customer.
3.2 The Customer shall deliver the Website and the Customer Software to the Supplier in a format specified by the Supplier at a mutually convenient time.
3.3 The Customer agrees that it will:
3.3.1 not use the Services, [Ancillary Systems] and/or Customer System or allow them to be used in breach of the AUP;
3.3.2 immediately notify Supplier on becoming aware of any unauthorised use of all or any of the Services and/or relevant part of the Customer System;
3.3.3 not provide any technical or other information obtained from Supplier and/or relating to the Services to any person which the Customer is aware or ought reasonably be aware may directly or indirectly lead to a breach of any law or regulation;
3.3.4 not, in breach of good Netiquette practices, use any service provided by any third party (including an internet web site and/or email) for the publication, linking to, issue or display of any material which refers to an internet web site hosted by Supplier or any other products or services offered by Supplier from time to time without Supplier's prior written consent;
3.3.5 not use the Services, [Ancillary Systems] and/or Customer System or allow them to be used in breach of good Netiquette practices;
3.3.6 comply with any security policy notified to it from time to time by Supplier and, in particular, ensure that all passwords and user names provided to it by Supplier are at all times kept confidential, used properly and not disclosed to unauthorised people. If the Customer has any reason to believe that there has been a breach of security or that any password or user name has become known to a person not authorised to use it or is being or is likely to be used in an unauthorised way then the Customer will inform Supplier immediately;
3.3.7
3.3.8 be entirely liable for all activities conducted and charges incurred under its passwords and user names whether authorised by it or not and the Customer acknowledges that Supplier shall not be liable for any loss of confidentiality or for any damages arising from the Customer's inability to comply with these Conditions;
3.3.9 ensure that the Customer obtains and maintains insurance over all parts of the Customer System which are located on the premises of Supplier [or any of its Associated Companies] and to provide evidence that such insurance is in place, upon Supplier's demand;
3.3.10 ensure that all communication details which it provides to Supplier are at all times true, current, accurate and complete. The Customer will promptly notify Supplier of any change to such details and acknowledges that Supplier will not be liable for any loss suffered or incurred by the Customer as a result of its failure to notify such changes to Supplier; and
3.3.11 ensure that its systems (including the Customer System) meet any minimum system specifications notified to the Customer from time to time.
3.4 The Customer acknowledges that:
3.4.1 it has appropriate knowledge of how the internet functions, the systems and products provided to it in connection with the Agreement and what types of use and content are and are not acceptable, some of which are referred to in clause 8.
3.4.2 that Supplier shall have no obligation to:
3.4.2.1 train the Customer on its use of the Services [or any Ancillary System];
3.4.2.2 manipulate any material which the Customer wishes to and/or does post on any web site or other system it operates (including any Customer System) or any communication which it issues or sends in connection with any Services; or validate or vet such material for usability, legality, content or correctness.
3.4.3 the services and products provided by Supplier are standard packages which are not altered to specific requirements of the Customer, unless confirmed in writing by Supplier to the contrary.
4 Charges and payment4
4.1 The Customer shall pay the Charges to the Supplier according to the Terms of Payment.
4.2 Unless agreed otherwise the Charges are inclusive of all labour and materials but exclude VAT, which if payable shall be paid by the Customer.
4.3 The Supplier may charge the Customer interest in respect of late payment of any sum due under this Agreement, at a rate of 4% a year above the base rate from time to time of(Barclays)or the assignee or successor in title of substantially the whole of its undertaking, from the due date for payment until payment is received.
5 IP addresses
5.1 The Customer acknowledges that he has no right, title or interest in the IP address allocated to him, and that any IP address allocated to him is allocated as part of the Services and is not portable or otherwise transferable by the Customer in any manner whatsoever.
5.2 If an IP address is renumbered or reallocated by the Supplier, the Supplier shall use his reasonable endeavours to avoid any disruption to the Customer.
5.3 The Customer agrees that he will have no right, title or interest to the IP address upon termination of this Agreement, and that the acquisition by the Customer of a new IP address for the Website following termination of this Agreement shall be the exclusive responsibility of the Customer.
6 Software licence and rights
6.1 If and to the extent that the Customer requires use of the Supplier Software in order to use the Services, the Supplier grants to the Customer a royalty-free, world-wide, non-transferable, non-exclusive licence to use the Supplier Software in object code form only. The Customer has the right to authorise his employees, agents and third party consultants and contractors to use the Supplier Software as aforesaid provided that such use is consistent with the terms of this Agreement.
6.2 The Customer grants to the Supplier a royalty-free, world wide, non-exclusive licence to use [the Content and the Customer Software] in relation to his obligations under this Agreement in connection with the provision of the Services.
6.3 Except as expressly set out in clauses 6.1 and 6.2, this Agreement does not:
6.3.1 transfer or grant to the Customer any right, title, interest or intellectual property rights in the Supplier Software;
6.3.2 transfer or grant to the Supplier any right, title, interest or intellectual property rights in the Customer Software.
6.4 The Customer agrees that he will not himself, or through any parent, subsidiary, affiliate, agent or other third party:
6.4.1 copy the Supplier Software except as expressly permitted under this Agreement or by law;
6.4.2 sell, lease, license or sublicense the Supplier Software or the documentation connected with it; or
6.4.3 use any confidential information of the Supplier5.
If the Customer is permitted to make any copies of the Supplier Software, the Customer must reproduce all proprietary notices of the Supplier, if any, on the copies.
7 Service levels--standards and interruptions6
7.1 The Website shall be available to visitors pursuant to the Services[99.99%]of the time. Where the Website is not so available, the Customer will be credited with an amount calculated monthly as an aggregate of all downtime events in accordance with the Unidahouse downtime policy.
7.2 'Downtime' means any service interruption of [12 hours] or more in the availability to visitors of the Website pursuant to the Services, but only if the interruption is due to a default by the Supplier resulting in(100% failure of the site.)7.
7.3 Outages, including emergency and previously scheduled windows for router, switch or server maintenance, are not to be included in downtime calculations. The Supplier shall make all commercially reasonable efforts to provide the Customer with previous email notification of all scheduled and emergency outages.
7.4 The Customer will supply in a timely manner all information, instructions, review and feedback reasonably required by the Supplier in connection with the performance of its obligations under the Agreement and will appoint a representative who is fully empowered and authorised to provide the same.
7.5 The Supplier shall notify the Customer of any report of downtime, and will investigate it using suitably qualified personnel, as soon as reasonably practicable after becoming aware of it, and shall remedy the downtime as soon as reasonably practicable8.
7.6 If the Customer makes a valid claim against the Supplier based on a failure by the Supplier to comply with the warranty set out in clause 7.5 the Supplier may, at its option, take such steps as it deems necessary to remedy such failure or refund such part of the Fees as relates to such Services, provided that the liability of the Supplier under such warranty will in no event exceed one and a quarter times the amount of the Fees paid to the Supplier by the Customer (excluding VAT and expenses) in the 12 month period prior to the date on which the Customer makes the claim. If the Supplier complies with this clause, it will have no further liability for a breach of the said warranty8.1.
7.7 The Supplier will not be obliged to provide any services not referred in this Agreement or referred to on the Term Sheet.
7.8 The terms of the Agreement form the entire agreement between the Supplier and the Customer in relation to the Services and all other understandings, agreements, warranties, conditions, terms or representations, whether express or implied, statutory or otherwise, are excluded to the fullest extent permitted by law. The Customer may not rely upon any representation made or given by any employee of the Supplier prior to the Agreement being entered into unless confirmed in the Agreement.
7.9 The Supplier may at any time and from time to time improve, correct or otherwise modify all or any of the Services (including substituting Software and/or Equipment with software or equipment of similar specification) provided that such modification does not materially affect provision of the Services to the Customer. The Supplier will endeavour to give the Customer reasonable notice of any such modification, where this is reasonably practicable.
7.10 Without prejudice to its other rights and remedies, the Supplier may at its sole discretion suspend the provision of the whole or any part of the Services (temporarily or permanently) and will have no liability to provide the Services on the occurrence of any of the following events:
7.10.1 notified or unscheduled upgrade or maintenance of the Supplier's IT systems;
7.10.2 issue by any competent authority of an order which is binding on the Supplier which affects the Services;
7.10.3 if the Customer fails to pay any Fees or any other sums owing to the Supplier by the Customer when they fall due;
7.10.4 if any event occurs that the Supplier deems as a consequence it appropriate to terminate the Agreement;
7.10.5 if the bandwidth or computer memory used by the Customer in relation to the Services exceeds any agreed or stipulated level and the Supplier determines in its sole discretion that suspension is necessary to protect all and any internet solutions provided by the Supplier from time to time;
7.10.6 if the size of an email, mailing list or cron job used by the Customer exceeds any agreed or stipulated size, level or frequency and the Supplier determines in its sole discretion that suspension is necessary to protect all and any internet solutions provided by the Supplier from time to time; or
7.10.7 failure or deficiencies in the Customer System referring but not limited to hardware, server corruption and security breaches.
Where the Supplier suspends provision of the Services in accordance with clause 7.10.3, it will only be obliged to recommence provision during Business Hours and once the Customer has paid all relevant outstanding sums in clear funds together with any relevant reinstatement fee (as published from time to time by the Supplier) and has accepted any revised payment terms requested by the Supplier (such as payment by direct debit).
7.11
7.12
8 Website content and data
8.1 The Customer agrees:
8.1.1 not to use the Services, [Ancillary Systems] and/or Customer System or allow them to be used for any unlawful purpose or for the publication, linking to, issue or display in the Content on the Website of any material or other information that is:
8.1.1.1 unlawful material (including any pirated software, music or ringtones, or any material which is obscene, pornographic or indecent, threatening, malicious, harmful, abusive, threatening or harassing, libellous, defamatory or which breaches the rights including Intellectual Property Rights of any third party or which is or encourages criminal acts or contains any virus, worm, trojan horse or other harmful code intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any personal information) whether under English law or regulation, the laws or regulations of the Customer's country or any other place where the results of such purpose or the material in question can be accessed;
8.1.1.2 not solicited9;
8.1.1.3