Terms of Service

Updated 18 June 2019

These terms and conditions (hereafter "Terms of Service") set out the terms under which Wynchcote Limited (hereafter "Company") supplies Services and should be read in conjunction with The Company's:

Terms of Use,

Privacy Policy, and

Cookie Policy.

No variation to the Terms of Service will be binding on the Company unless set out in writing and accepted by an authorised representative of the Company.

Please read these Terms of Service carefully before ordering any Services from the Company.

Are you below the age of 18?

Our Company does not knowingly invite or permit any person under the age of eighteen (18) to subscribe to its Services.

See Standard Terms Clause 10 of these Terms of Service.

Are you ordering from outside the United Kingdom (UK)?

If you plan to order from outside the United Kingdom then please refer to Standard Terms Clause 11 of these Terms of Service before placing your order.

The sections of this document are:

A) Standard Terms

B) Web Hosting Services

C) Domain Name Services

D) Design Services

E) Joomla! CMS Support

F) Demo Website Services

Select All Pages from the article index at the top of these Terms of Service if you want to print a copy of these terms in full.

 


A) Standard Terms

Updated 18 June 2019

1. Definitions and Interpretation

1.1 In these Terms of Service the following words shall have the following meanings:

“Company” means Wynchcote Limited.

“Customer” means any person, firm, company or any other party with whom the Company enters into a contract whether directly or indirectly.

“Contract” means the contract between the Company and the Customer which shall comprise these Terms of Service, the Order Confirmation and any Special Conditions.

“Contract Price” means the price charged for the supply of the Services in accordance with the Contract.

“Intellectual Property Rights” means any and all existing and future intellectual property rights whether capable of registration or not and whether registered or not including (without limitation) trademarks, trade names, patent rights, design rights, copyright, moral rights and know-how and (without limitation to the aforesaid) all intellectual property rights in all software, inventions, discoveries, developments, designs, processes, methodologies, concepts or techniques belonging to or developed by the Company or which the Company is authorised to use.

“Order Confirmation” means the order confirmation provided to the Customer (for example, the Company's invoice) detailing the Services and any Special Conditions.

“Services” means the products and/or services to be provided by the Company as set out in the Order Confirmation and any additional services to be provided by the Company in accordance with the Terms of Service.

“Special Conditions” means any additional terms and conditions applicable to the Contract which will be set out in or attached to the Order Confirmation.

"Template" means one Joomla!® template designed and supplied by the Company.

"Third Party Application" means any Joomla!® extension, component, package, plugin, module, template, language, library or other application not designed by the Company.

"Joomla! CMS" means one installation of the Joomla!® Content Management System.

"Website" means one Joomla!® CMS as configured by the Company with or without one or more Templates and/or Third Party Applications also configured by the Company.

1.2 The Company reserves the right to modify these Terms of Service at any time and without notice at its sole discretion.

1.3 These Terms of Service supersede all earlier sets of terms of service and apply to every contract made between the Company and the Customer for the sale or supply of Services.

1.4 In the event of a conflict between the Standard Terms and any other terms set out in these Terms of Service then the Standard Terms of Service shall prevail.

1.5 These Terms of Service take precedence over and exclude any terms and conditions which the Customer may introduce.

1.6 In event of a conflict between these Terms of Service and any terms set out in the Order Confirmation (and any Special Conditions), the Order Confirmation (and Special Conditions) shall prevail.

1.7 These Terms of Service shall not create, nor be deemed to create, any partnership, joint venture or agency relationship between the parties.

 

2. Contract

2.1 A Contract will be created once the Customer signs and returns to the Company a duly signed Order Confirmation which has been signed by the Company or when the Company commences performance of the Services.

2.2 The Company will supply the Services in accordance with the Contract.

2.3 Any prices quoted by the Company in advance of the Order Confirmation shall be an estimate only and shall not constitute an offer to the Customer capable of being accepted.

2.4 Failure or neglect by the Company to enforce at any time any of the provisions of the Contract shall not be construed nor shall be deemed to be a waiver of the Company’s rights hereunder.

2.5 If any provision of the Contract is held by a competent court to be invalid or unenforceable in whole or in part the validity of the other provisions and the remainder of the provision in question shall not be effected and shall remain valid and enforceable.

2.6 The Contract shall constitute the whole contract between the parties and no previous negotiations, quotations, correspondence or other communication prior to the date of the issue of the Order Confirmation shall form part of the Contract.

2.7 The Company shall not be liable for any delay in performing any obligations under the Contract if such delay is due to circumstances beyond its reasonable control and the Company shall be entitled (subject to giving the Customer full particulars of the circumstances and to using its reasonable endeavours to resume full performance without avoidable delay) to a reasonable extension of time for the performance of such obligations.

2.8 The contract will be governed by and construed in accordance with the laws of England and Wales and shall be subject to the exclusive jurisdiction of the courts of England and Wales.

 

3 The Services

3.1 Time for the provision of the Services by the Company shall not be of the essence and whilst the Company will use reasonable endeavours to achieve the agreed dates for the provision of the Services, the Company will not be liable for failure to achieve those dates.

3.2 The provision of the Services by the Company may lead to a loss of business operating time or other interruption to service for the Customer or any relevant third party. The Customer acknowledges that such problems cannot be identified by the Company until it has commenced the Services and therefore the Contract Price (or such proportion of the Contract Price as the Company may in its absolute discretion determine) shall still be payable in full by the Customer and the Company shall not be liable to the Customer for any loss suffered by the Customer or any third party in the event of such problems (or similar problems) arising.

3.3 Should further work become necessary or should the required Services be found to be of a substantially different nature to that initially expected, the Company reserves the right to amend the Contract Price and/or charge additional fees in accordance with "Standard Terms Clause 4.3".

3.4 The Company reserves the right to change the dates for the provision of the Services provided that prior notification is given to the Customer.

3.5 Where the Services are to be provided (in full or in part) at the premises of the Customer or a third party, the Customer undertakes to ensure that:

3.5.1 the Company’s representatives have unrestricted and safe access to the relevant premises and working space, and

3.5.2 all relevant security and health and safety rules and procedures are brought to the attention of the Company’s representatives attending the relevant premises.

3.6 Where the Services are to be provided (in full or in part) at the premises of the Customer or a third party, the Customer acknowledges that, when calculating the Contract Price, the Company has assumed that it will have access to such premises without delay or restriction. If as a result of any delay or restriction on the access to such premises, the Company incurs additional expense in providing the Services, the Company shall be entitled to increase the Contract Price in accordance with "Standard Terms Clause 4.3". If the Services cannot be completed as result of access to the premises being restricted or denied, the Contract Price (or such proportion of the Contract price as the Company may in its absolute discretion determine) shall still be payable by the Customer.

3.7 If the Customer does not permit the Company to provide the Services or fails to take all steps within its power to facilitate the provision of the Services, the Company shall be entitled to increase the Contract Price in accordance with "Standard Terms Clause 4.3" and if the Customer fails (after receipt of a written notice requiring it to do so) to permit the Company to perform the Services, the Company shall be entitled to render an invoice as if the Services had been duly completed. Payment shall become due as if the Services had been completed.

3.8 If the work is to be funded by a third party grant provider (“Grant Provider”), the Customer must provide a copy of the relevant authority from the Grant Provider before provision by the Company of the Services. For the avoidance of doubt, the Contract is between the Company and the Customer and the Customer is responsible for payment of all fees payable under the Contract by the relevant due dates and non-payment by the Grant Provider to the Customer will not justify any delay in the payment of the fees to the Company.

3.9 The Customer will indemnify the Company against:

3.9.1 any liability which it may have to any of its representatives who are engaged in providing the Services as a result of the negligence of the Customer, its staff or agents and/or as a result of the Customer’s breach of contract, and

3.9.2 (without prejudice to the generality of the foregoing) any loss or damage which the Company might suffer as a result of the Customer’s breach of "Standard Terms Clause 3".

 

4 Prices, Charges and Payments

4.1 Unless otherwise stated all fees charged by the Company are not subject to VAT and all estimates are given exclusive of VAT.

4.2 The Customer shall reimburse the Company for all reasonably incurred travel, accommodation and other expenses relating to the provision of the Services. Travel expenses may be waived by the Company in respect of travel incurred by the Company's representatives to and from Customer premises at the sole discretion of the Company.

4.3 The Company reserves the right to increase the Contract Price to reflect any additional costs or expenses incurred or additional services provided by the Company and in the event that the Customer does not permit the Company to commence or provide the Services (or fails to take all steps within its power to facilitate the performance of the Services);

4.4 Any increase in the Contract Price pursuant to "Standard Terms Clause 4.3" shall be notified by the Company to the Customer in writing and the amount of the increase shall be invoiced to the Customer once the additional costs or expenses giving rise to the increase have been incurred by the Company or the additional Services provided.

4.5 All sums due to the Company from the Customer under the Contract shall be paid without any set-off or counterclaim.

4.6 Unless otherwise stated in the Terms of Service or the Order Confirmation or the Company's invoice, the Contract Price shall be payable by the Customer twenty-eight (28) days from the date of the Company’s invoice (“the Due Date”). Time is of the essence.

4.7 If payment remains outstanding after the Due Date then the Company may:

4.7.1 suspend all Services in respect of this Contract or any other contract between the Company and the Customer;

4.7.2 charge the Customer interest on outstanding sums at the rate of eight per cent (8%) per annum above the base lending rate pursuant to the Late Payment of Commercial Debts Act from the Due Date until payment in full is received in cleared funds;

4.7.3 charge the Customer for all costs and expenses incurred by the Company as a result of the Customer’s non-payment and in collecting the outstanding amount due;

4.7.4 terminate the Contract in whole or in part and seek to recover damages for breach of contract.

4.8 All Services remain the property of the Company until paid for in full.

4.9 If the Customer requires any alteration to the Services ordered after the supply of the Order Confirmation by the Company, the request must be confirmed by the Company in writing and the Company shall be entitled to increase the Contract Price accordingly.

4.10 The Company undertakes to accept payment for Services by electronic Bank Transfer or by Cheque. If the Company at its sole discretion agrees to accept payment for Services by any other form of payment then the Customer agrees to indemnify the Company for all resulting fees incurred by the Company.

4.11 Should the Customer become insolvent, be unable to pay its debts as they fall due, (being an individual or partnership) commit any act of bankruptcy, or (being a company) go into liquidation, have a receiver appointed or make any voluntary arrangement with its creditors or suffer any similar action to be taken then if the Services:

4.11.1 have been completed but not paid for the Contract Price shall become immediately due and payable notwithstanding any previous agreement or arrangement to the contrary;

4.11.2 have not been completed the Company shall have the right to determine the Contract and suspend the provision of any further Services and recover from the Customer an appropriate proportion of the Contract Price to reflect the Services provided and all costs incurred by the Company in connection with the Contract.

 

5 Cancellation / Postponement

5.1 The Customer may not cancel or postpone any Contract except with the written agreement of the Company and on terms that the Customer shall:

5.1.1 pay for all unpaid work to date,

5.1.2 pay such cancellation or postponement fee as the Company may at its discretion consider reasonable, and

5.1.3 indemnify the Company in full against all loss (including loss of profit), costs (including cost of all time and materials purchased or used), damages, charges and expenses incurred by the Company as a result of such cancellation or postponement.

 

6 Warranties

6.1 Save as expressly provided in the Contract all warranties, conditions or other terms implied by statute or common law are hereby excluded to the fullest extent permitted by law. By signing the Order Confirmation and/or requesting the commencement of the Services, the Customer acknowledges that it accepts the Terms of Service in lieu of all implied terms, conditions and warranties.

6.2 The Company warrants that the Services shall be provided with all reasonable care and skill.

6.3 The Company shall be under no liability under the warranty in "Standard Terms Clause 6.2" (or any other warranty, condition or guarantee) if the Contract Price has not been paid in accordance with the payment terms set out in "Standard Terms Clause 4 Prices, Charges and Payments".

6.4 Any claim for breach of warranty must be notified to the Company within fourteen (14) days of discovery of the relevant fault or defect by the Customer.

6.5 The benefit of the warranty contained in "Standard Terms Clause 6.2" shall ensue only for the benefit of the Customer and shall not be assigned, transferred or otherwise dealt with.

 

7 Liabilities

7.1 Nothing in this Agreement shall exclude or limit the liability of the Company for death or personal injury caused by the negligence of the Company or any representative of the Company.

7.2 The Company shall not be liable to the Customer (or any party represented by the Customer) in contract, tort (including negligence), breach of statutory duty or otherwise for any indirect loss or consequential loss or damage (including (without limitation) loss of profit, loss of revenue, loss of goodwill, loss of business opportunity and loss of contracts).

7.3 Whilst the Company shall comply with its obligations under "Standard Terms Clause 6.2" the Company cannot guarantee the accuracy of the information, reports and advice (“Data”) which it provides in the course of the Services and accordingly the Company cannot accept any liability to the Customer (or any party represented by the Customer) should the Data prove to be inaccurate in any respect.

7.4 Save as provided in "Standard Terms Clause 7.1", in no circumstances shall the Company’s liability to the Customer exceed the amount paid by the Customer in respect of the Services.

7.5 Further and without prejudice to the foregoing the Company shall in no circumstances be liable for any loss or damage covered by insurance or which would normally be covered by insurance or for any loss or damage in excess of the Contract Price paid for the Services and the above limitations shall apply even in the case of a fundamental breach of a fundamental term or repudiation by the Company and even if further performance of the Contract is frustrated.

7.6 The Customer acknowledges that it does not rely on, and waives any claim for, breach of any representations or warranties which have not been confirmed in writing and that advice given by the Company regarding the Services which is not confirmed in writing is followed entirely at the Customer’s own risk.

7.7 The Company shall have no liability to the Customer or any third parties for any failure to carry out Services for reasons beyond it's control including but not limited to acts of God, telecommunication problems, software failure, hardware failure, third party interference, Government, emergency on major scale or any social disturbance of extreme nature such as industrial strike, riot, terrorism and war or any act or omission of any third party services.

7.8 Where the Customer purchases any product or service from a Third Party seller through following a link on the Company's website to such Third Party's website, the Third Party seller's individual liability will be set out in the Third Party seller's terms and conditions. The Customer should consult such terms and conditions.

 

8 Intellectual Property Rights

8.1 Nothing in this Contract shall be construed as assigning to the Customer or granting the Customer any interest in any Intellectual Property Rights in the Services and the Customer shall not at any time in any way question or dispute the ownership by the Company or any other party of the Intellectual Property Rights.

8.2 The Intellectual Property Rights in any material produced in the conduct of the Services are the exclusive property of the Company and the Customer shall not acquire any right, title or interest in such Intellectual Property Rights.

8.3 Any Intellectual Property Rights which are created or contributed to by the Company in the course of providing the Services belong to the Company and the Customer acknowledges that it shall have no right or interest in such Intellectual Property Rights and the Customer shall not be entitled to use it in any other form or in any other media without the Company’s prior written consent.

8.4 Without prejudice to the general rights of the Company under this "Standard Terms Clause 8", any software used or written by the Company during the provision of the Services shall be and shall remain the absolute property of the Company.

8.5 The Company shall retain copyright in all documentation, reports and other material which the Company creates. The Customer will not acquire any intellectual property rights in that publication or material and the Customer will not be entitled to use it in any other form or in any other media without the Company’s prior written consent.

8.6 It is acknowledged by the Customer that there is no warranty either express or implied on the part of the Company that the Customer can make use of the Services free from any infringement of the intellectual property rights of third parties.

 

9 Notices

9.1 Any notice required to be given under the Contract shall be delivered by hand or prepaid first class recorded delivery post to the address of the relevant party set out in the Order Confirmation. A notice delivered by hand shall be deemed served at the time of delivery and a notice served by pre-paid first class recorded delivery post will be deemed served on the second working day following the date of posting (provided that Saturday, Sunday and English Bank Holidays shall not be working days).

 

10.  Age of Majority

10.1 The Customer, or the individual who executes this Contract on behalf of the Customer hereby represent and warrant that they have the right, power, legal capacity and appropriate authority to enter into this Contract, and that they own and have not transferred to any other person or entity any of the rights, claims or interests that are the subject of this Contract.

10.2 The Customer represents and warrants that the Customer is eighteen (18) years of age or older.

10.3 The Customer agrees to supply the Company with a current and truthful full name, email address, postal address, and telephone number. The Customer agrees to keep this information current and to inform the Company whenever any of this information changes.

 

11. Geographic Location

11.1 The Company restricts its offer of Services to residents of the United Kingdom (UK).

11.2 The Company will therefore not accept any order placed from an IP address located outside the United Kingdom.

11.3 When an order is received from an IP address located outside the United Kingdom (UK) the Company will without notice cancel the order, cancel any resulting invoice and close any resulting account.

 

12 Law and Jurisdiction

12.1 These Terms of Service are governed by and shall be construed in accordance with the laws of England and Wales and shall be subject to the exclusive jurisdiction of the courts of England and Wales.

 


B) Web Hosting Services

Updated 5 April 2019

The following terms set forth the provisions under which the Company undertakes to provide the Customer with Web Hosting Services.

 

1 General Information

1.1 When the Customer takes up the Company's offer of a Shared Server Hosting Account on a Cloud Platform in the UK (hereafter "Web Hosting Services Account") the Company will administer Web Hosting Services on behalf of the Customer.

1.2 "Web Hosting Services" comprises web space (hereafter "disk space"), monthly bandwidth allowance, mailboxes and any other resources listed on the Company's website (www.wynchco.uk ) at the time the Customer takes up the Company's offer of a Web Hosting Services Account.

1.3 It is the Customer's responsibility to provide the Company with an email address which is not at the domain name(s) used by any one Web Hosting Services Account and which is current and up to date at all times.

1.3.1 If there is ever an abuse issue or the Company need to contact the Customer, the primary email address contained in the Company's record of the Customer's Web Hosting Services Account will be used for this purpose.

1.3.2 Providing false contact information of any kind may result in the termination of Web Hosting Services.

 

2 Transfers

2.1 The Company may upon request help the Customer move their website to the Company's servers.

2.2 No guarantee is made by the Company of the availability of this service or the amount of time it may take to transfer a website to the Company's servers.

2.3 Due to the unpredictable nature of the nameserver change process, no guarantee is made by the Company regarding:

2.3.1 the amount of time it may take to make a specific nameserver change;

2.3.2 the outcome, successful or otherwise, of an attempted change of nameservers.

 

3 Access to Web Hosting Services

3.1 The Customer is responsible for:

3.1.1 making all arrangements necessary for the Customer to have access to the Company's Web Hosting Services, and

3.1.2 ensuring that all persons who access the Company's Web Hosting Services are aware of these terms and conditions and that they comply with them.

3.2 The Company undertakes to correspond with ONE named individual in respect of all matters arising from and relating to any one Web Hosting Services Account held by the Customer.

3.3 If the Customer is not an individual then the Customer is invited to nominate ONE named individual (hereafter "Agent") who will correspond with the Company on behalf of the Customer in respect of all matters arising from and relating to any one Web Hosting Services Account.

3.4 The Company may at its sole discretion make an Administration Charge each time the Customer changes the name of their agent during any one Web Hosting Services Account holding period.

3.5 The Customer represents and warrants that the Customer or their Agent is proficient in how to use a computer device, use a web browser and use an email client before contacting the Company for assistance with matters arising from and relating to the Customer's Web Hosting Services Account.

 

4 Service Levels

4.1 The Company will use its reasonable endeavours to make its servers available to the Customer for ninety-nine per cent (99%) of each calendar month. The Company does not warrant access to the Company's servers will be uninterrupted or error free but the Company shall use its reasonable endeavours to keep downtime to a minimum. The Company shall make all commercially reasonable efforts to provide the Customer with advanced notification of all scheduled non-emergency outages.

4.2 The Company does not give service credits for any form of downtime or service unavailability.

 

5 Content Standards

5.1 These content standards apply to any and all web pages, files, data and information that the Customer uploads (or permits to be uploaded) onto the Company's servers as part of the Customer's use of the Company's Web Hosting Services (hereafter "Material"), and to any interactive services associated with the said Material.

5.2 The Customer must comply with the spirit of the following standards as well as the letter. The standards apply to each part of any Material as well as to its whole.

5.3 Material which the Customer uploads (or permits to be uploaded) onto the Company's servers must:

5.3.1 be accurate (where they state facts);

5.3.2 be genuinely held (where they state opinions);

5.3.3 comply with applicable law in the UK and in any country from which they are posted.

5.4 Material which the Customer uploads (or permits to be uploaded) onto the Company's servers must not:

5.4.1 contain any material which is defamatory of any person;

5.4.2 contain any material which is obscene, offensive, hateful or inflammatory;

5.4.3 contain any material that is pornographic or content perceived to be pornographic or links to pornographic content;

5.4.4 contain ay material that is child pornography or content perceived to be child pornography or links to child pornography;

5.4.5 promote violence;

5.4.6 promote discrimination based on race, sex, religion, nationality, disability, sexual orientation or age;

5.4.7 infringe any copyright, database right or trade mark of any other person, including but not limited to unauthorized copying of music, books, photographs, or any other copyrighted work;

5.4.8 be likely to deceive any person;

5.4.9 be made in breach of any legal duty owed to a third party, such as a contractual duty or a duty of confidence;

5.4.10 promote any illegal activity;

5.4.11 be threatening, abuse or invade another's privacy, or cause annoyance, inconvenience or needless anxiety;

5.4.12 be likely to harass, upset, embarrass, alarm or annoy any other person;

5.4.13 be used to impersonate any person, or to misrepresent your identity or affiliation with any person;

5.4.14 give the impression that they emanate from the Company, if this is not the case;

5.4.15 advocate, promote or assist any unlawful act such as (by way of example only) copyright infringement or computer misuse.

5.5 Where the Customer uses the Company's Web Hosting Services to provide interactive services, such as (by way of example only) chat room, web forum, comment system and/or bulletin board (hereafter "interactive services") the Customer must ensure the use of best practice to operate those interactive services.

5.5.1 Notwithstanding the use by the Customer of best practice in operating interactive services, the Customer must assess any possible risks for users (and in particular, for children) from third parties when they use any interactive service provided by the Customer using the Company's Web Hosting Services. The Customer must use appropriate moderation in the light of those risks.

5.5.2 Failure by the Customer to use appropriate moderation of any interactive service it provides may lead to withdrawal by the Company of the Customer's right to use the Company's Web Hosting Services (see 'Web Hosting Services Terms Clause 17').

 

6 Resource Usage Limitations

6.1 The Customer may use the Company's Web Hosting Services only for lawful purposes.

6.2 The Company's Web Hosting Services allow the Customer server space for normal routine "non-file-distribution" web usage only.

6.3 The Customer may not use the Company's Web Hosting Services:

6.3.1 in any way that breaches any applicable local, national or international law or regulation;

6.3.2 in any way that is unlawful or fraudulent, or has any unlawful or fraudulent purpose or effect;

6.3.3 for the purpose of harming or attempting to harm minors in any way;

6.3.4 to send, knowingly receive, upload, download, use or re-use any Material which does not comply with the Company's content standards;

6.3.5 to transmit, or procure the sending of, any unsolicited or unauthorised advertising or promotional material or any other form of similar solicitation (also known as SPAM);

6.3.6 to knowingly transmit any data, send or upload any material that contains viruses, Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware, malware or any other harmful programs or similar computer code designed to adversely affect the operation of any computer software or hardware.

6.4 In using the Company's Web Hosting Services the Customer may not:

6.4.1 use more than five per cent (5%) of the processing capacity of any one of the Company's servers (there are numerous activities that could cause such problems, including, but not limited to, CGI scripts and intensive FTP, PHP or HTTP operations);

6.4.2 run stand-alone, unattended server-side processes or any daemons; including (but not limited to) IRCd;

6.4.3 run any type of web spider or indexer; including (but not limited to) GoogleCash and AdSpy;

6.4.4 run any software that interfaces with an Internet Relay Chat network;

6.4.5 run any bit torrent application, tracker, or client (the Customer may link to legal torrent files off-site, but may not host or store them on the Company's servers);

6.4.6 undertake or participate in any live video/audio streaming, video/audio sharing, file-sharing and/or peer-to-peer activities;

6.4.7 run any gaming servers;

6.4.8 run cron entries or other scheduled tasks other than by configuring them through the Web Hosting Services Account Control Panel;

6.4.9 give away web space under any one Web Hosting Services Account;

6.4.10 operate a proxy website or service;

6.4.11 operate as a remote file host for other websites.

 

7 "Fair-Use" of Server Resources

7.1 The Customer acknowledges:

7.1.1 that the Company's resources are limited by physical restraints of technology as well as by reasonable limits of a shared resource environment;

7.1.2 that server technology limits the amount of available resources for use, including but not limited to disk drive space, CPU processing power, memory and access speed;

7.1.3 that all of the Company's provided services are of a shared-server nature, and other users are sharing the provided space;

7.1.4 that any one Web Hosting Services Account is entitled to utilize the server resources, within reason, up to what is allotted or by what is physically available.

7.2 If resources become scarce, the Company reserves the right to limit the Customer using the affected server to a lower limit to preserve the effectiveness of the service for all customers. If a particular Customer is in extreme excess of what the average users of the server have in use (actually used) of their resource allotments, that Customer may be asked to remove content, cut resource usage, or relocate to another provider. This policy only applies to Web Hosting Services Accounts that are considered to be abusive in service, disk space or resource consumption and where it is evident that the "fair-use" of resources among customers has been breached, particularly in regards to disk space, bandwidth or CPU processing power utilization. Additionally, Web Hosting Services Accounts that are found to contain either/or no html documents or a large number of unlinked files are subject to warning, suspension or cancellation at the Company's sole discretion.

7.3 If a "Fair-Use" infringement occurs, the determination of which is at the Company's sole discretion, the Company may remove files from or reduce access to any one of the Customer's Web Hosting Services Accounts to an extent as determined by the Company in order to restore full serviceability to other customers affected by the infringement. The Company will notify the Customer of any actions that the Company has taken or may take.

 

8 Bandwidth Usage

8.1 Any one Web Hosting Services Account includes unlimited per calendar month bandwidth allowance.

8.2 Any one Web Hosting Services Account will only be allowed to use a maximum of five (5) per cent of the of the processing capacity of any one of the Company's servers.

8.3 The Company will contact the Customer to discuss their hosting requirements if their usage has, or may have, a detrimental effect on the Company's other customers.

 

9 Disk Space

9.1 Any one Web Hosting Services Account may not exceed 1 GB (one gigabyte) of Disk Space except at the sole discretion of the Company. If more than 1 GB (one gigabyte) of Disk Space is required then the Customer is invited to upgrade their Web Hosting Services Account to one that includes more Disk Space.

 

10 Mailboxes

10.1 Any one Web Hosting Services Account includes the provision of mailboxes. The size of any one mailbox is limited to the amount of available Disk Space (see "Web Hosting Services Terms Clause 9.1").

 

11 Data Warehousing

11.1 The Customer must not use the Company's Web Hosting Services for offsite electronic file storage, data warehousing, backup data storage, mirror sites, any form of data file storage or management, or as a provisioning service for third party email or FTP hosts.

11.2 The Customer must not use the Company's Web Hosting Services as an offsite backup facility. All files uploaded to the Company's servers as part of the Customer's usage of the Company's Web Hosting Services must be visible and accessible to the outside world (web-visible) unless they are needed to operate the Website of which they form part.

11.3 All downloadable files or files stored by the Customer on the Company's servers must be available for download via HTML document stored on the server in a publicly or privately accessible area, and must be directly related to the general nature of the Customer's website index.

11.4 The Company reserves the right to delete files or directories that are not web-visible without giving notice to the Customer.

11.5 All website content stored on the Company's servers by the Customer as part of the Company's Web Hosting Services will be available to search engines unless the Customer takes action to prevent this. If the Customer wishes to optimise their website content for search engines the Customer agrees to use coding and techniques which comply fully with the guidelines issued by search engines.

 

12 Payment Information

12.1 The Customer agrees to supply appropriate payment for the Company's Web Hosting Services in advance of the time period during which Web Hosting Services are provided.

12.2 The Customer agrees that until and unless the Customer notifies the Company of the Customer's desire to cancel any or all Web Hosting Services received then those Web Hosting Services will be invoiced on a recurring basis.

12.3 The Customer is responsible for ensuring that the Customer's contact details are up to date and that all invoices for Web Hosting Services are paid on time. In the event that the Customer does not pay an invoice for Web Hosting Services by the "Due Date" (See "Standard Terms Clause 4.6") the Company will suspend the Web Hosting Services until the invoice has been paid in full. Time is of the essence.

12.4 In the event that the Customer does not pay an invoice for Web Hosting Services within twenty-eight (28) days after the "Due Date" the Company will terminate the Web Hosting Services. Any data the Company hold or host in relation to the terminated Web Hosting Services will be immediately and permanently deleted from the Company's system. Time is of the essence.

12.5 The Company reserves the right to change prices at any time.

 

13 Backup and Loss of Material

13.1 The Customer accepts full responsibility for taking all necessary measures to:

13.1.1 maintain appropriate and up-to-date back-up copies of Material;

13.1.2 protect Material from being hacked, compromised, lost, damaged, altered or destroyed;

13.1.3 restore Material to the same condition that it was in prior to being hacked, compromised, lost, damaged, altered or destroyed.

13.2 The Company will disable Material when the Company is made aware that Material may have been hacked, compromised, lost, damaged, altered or destroyed.

13.3 The Customer accepts that in the event of any Material being hacked, compromised, lost, damaged, altered or destroyed, the Customer will not be given access to any server back-up the Company maintains pursuant to its archiving procedures.

13.4 The Customer agrees not to hold the Company responsible or liable for any hack, compromise, loss, damage, alteration or destruction and/or disclosure of Material caused by the Customer or any third party.

 

14 Cancellation

14.1 Any Customer request for cancellation of any one Web Hosting Services Account must be notified to the Company in writing. The Company will respond to the Customer in writing in order to request confirmation of the cancellation request. The Customer must confirm the cancellation request in writing or the cancellation will be ineffective. Upon receipt by the Company of the Customer's written confirmation the Web Hosting Services Account will be cancelled.

14.2 If the Customer cancels any one Web Hosting Services Account then any data the Company hold or host in relation to the cancelled Web Hosting Services Account will be immediately and permanently deleted from the Company's system. Accordingly, the Customer is strongly advised to make appropriate copies of such data before they cancel any one Web Hosting Services Account.

14.3 The Company reserves the right to cancel any one Web Hosting Services Account at any time with or without notice.

 

15 Network IP Address Ownership

15.1 The Customer will have no right, title or interest in any internet protocol address (hereafter "IP address") allocated to them, and any IP address allocated to the Customer is allocated as part of the Company's Web Hosting Services and is not portable or otherwise transferable by the Customer in any manner whatsoever.

15.2 The Company shall maintain and control ownership of all IP addresses that may be assigned to the Customer by the Company. The Company reserves the right to change or remove all IP addresses in its sole and absolute discretion, at any time. If an IP address is re-numbered or re-allocated by the Company, the Company shall use its reasonable endeavours to avoid any disruption to the Customer.

15.3 The Customer agrees that they shall have no right, title or interest to any IP address upon expiry or termination of the Company's Web Hosting Services, and that the acquisition by the Customer of a new IP address following expiry or termination of the Company's Web Hosting Services shall be solely the Customer's responsibility.

 

16 Indemnity

16.1 The Company does not monitor and will not have any liability for the Customer's Material or any other communication the Customer transmits, or allows to be transmitted, by virtue of the Company's Web Hosting Services.

16.2 Notwithstanding 'Standard Terms Clause 3: The Services' the Customer will indemnify the Company in full against all loss (including loss of profit), costs (including cost of all time and materials purchased or used), damages, charges and expenses incurred by the Company as a result of any infringement of copyright relating to Material (text, graphics, images, audio, video and/or other type of electronic media) used as part of any one website hosted by the Company on behalf of the Customer.

 

17 Suspension and Termination

17.1 The Company will be the sole and final arbiter as to what constitutes a breach by the Customer of the Company's Web Hosting Services terms and conditions.

17.2 In the event of any breach by the Customer of the Company's Web Hosting Services terms and conditions the Company reserves the right to take all or any of the following actions:

17.2.1 immediate, temporary or permanent withdrawal by the Company of the Customer's right to use the Company's Web Hosting Services;

17.2.2 immediate, temporary or permanent removal by the Company of any Material uploaded to the Company's servers;

17.2.3 issue by the Company of a warning to the Customer;

17.2.4 issue by the Company of legal proceedings against the Customer for reimbursement of all costs on an indemnity basis (including, but not limited to, reasonable administrative and legal costs) resulting from the breach;

17.2.5 further legal action by the Company against the Customer;

17.2.6 disclosure by the Company to law enforcement authorities of any information that the Company deems appropriate.

17.3 The Company excludes liability for actions taken by the Company in response to breaches by the Customer of the Company's Web Hosting Services terms and conditions. The responses described in these Terms of Service are not limited, and the Company may take any other action it reasonably deems appropriate.

17.4 All abuse issues must be dealt with via support ticket or via the email contact details published at the Company's website (www.wynchco.uk). Failure by the Customer to respond within forty-eight (48) hours to email from the Company will result in the suspension or termination of Web Hosting Services. Time is of the essence.

 

18 Disclosure to Law Enforcement

18.1 The Terms of Service specifically prohibit the use of the Company's services for illegal activities. The Customer agrees that the Company may disclose any and all customer information (including assigned IP address, account history and/or account use) to any law enforcement agency that requests such information, provided they posses the proper court-approved warrant, without consent or notification to the Customer.

18.2 The Company is required by law to notify the Police if it becomes aware of the presence of child pornography on, or being transmitted through the Company's systems.

 


C) Domain Name Services

Updated 5 April 2019

The following terms set forth the provisions under which the Company undertakes to provide the Customer with Domain Name Services.

 

1. Domain Name Registration Maintenance and Renewal

1.1 When the Customer takes up the Company's offer to register maintain or renew any one domain name the Company will do so on behalf of the Customer with a registrar selected by the Company.

1.2 The use of the Domain Name Services is regulated by ICANN (Internet Corporation for Assigned Names and Numbers), the registrar and the applicable laws.

1.3 The Customer guarantees that all of the following requirements are met when the Customer requests that the Company register maintain or renew a domain name on behalf of the Customer:

1.3.1 the registration of the domain name does not infringe the right of any third party;

1.3.2 the domain name is not registered for unlawful purposes;

1.3.3 the domain name will not be used in violation of any applicable laws or regulations including the relevant domain name registry's terms and conditions;

1.3.4 the information that the Customer provided upon sign-up is complete and accurate. These details will be used to register the Customer's domain name and will appear in the domain name WhoIs engines.

1.4 The Customer is solely responsible for investigating and determining whether the registration of any one domain name infringes or violates the rights of any third party.

 

2. Additional Terms

2.1 The Customer is solely liable to immediately inform the Company of any domain name expiration, late renewal, registration, maintenance or management issues. The Company shall not be liable for any loss or damage resulting from any kind of domain name issues (including but not limited to undue domain expiration, late domain name renewal, registration, maintenance or management issues) that were not immediately reported by the Customer by posting a ticket in the corresponding category of the Company's Support Ticket system.

2.2 The Company will act in good faith to investigate and resolve reported domain name issues (including but not limited to undue domain expiration, late domain name renewal, registration, maintenance or management issues) in the time frame expected by the Customer and to achieve the results required by the Customer. However, The Company has no liability or obligation to achieve any particular outcome or result or resolve domain name issues by any deadline. The Company shall have no liability or responsibility for any damage, loss of data, loss of use or any other loss or damage occurring in connection with any domain name issue. The Company provides technical support in best interest of the Customer and cannot guarantee the successful outcome or result of any operation.

2.3 Each domain name ordered by the Customer is registered by the Company on behalf of the Customer and the Customer's personal details are used for its registration.

2.4 The Customer can transfer the domain name registered by the Company to another domain name registrar at any time.

2.5 The Customer shall be solely liable for making any changes in the DNS settings of any domain name in the Customer's Web Hosting Services Account and any consequences following thereof. In the event that the Customer requests the Company to change the DNS settings of a domain name on the Customer's behalf, the Customer will indemnify the Company for any liability for such actions and any consequences that might follow thereof.

2.6 The Customer agrees that in the event that any Web Hosting Services Account fees associated with the domain name are reversed or refunded then the domain name becomes the property of the Company and the Customer loses any rights over the domain name and any services associated with it. The Customer may re-gain property of the domain name if the Customer pays in full all due fees for the domain name and the services associated with it.

2.7 The Company shall not be liable in the event that during the time period needed for the Customer to fulfill the requirements described in "Domain Name Services Terms Clause 2.6" the domain name has either been deleted, has expired or has entered the Redemption period.

2.8 The Company shall not be liable for the registration, maintenance or management of any domain name, until it has been successfully registered by the Company on behalf of the Customer.

2.9 The Customer acknowledges that non-registered domain names are available for registration to the general public and that the Company shall not be responsible for and cannot guarantee that any domain name of the Customer's choice will be available for registration by the Customer.

 

3. External Domain Names

3.1 Associating domain names which are not registered by the Company with the Customer's Web Hosting Services Account is done at the Customer's own risk.

3.2 The Customer is solely responsible to use only domain names that are compatible with the service of the Company and to manage them in compliance with all legal and technical requirements.

3.3 The Customer is solely responsible for keeping the DNS settings of the Customer's external domains up to date with the recommended DNS setting provided by the Company.

3.4 The Customer agrees to regularly review the DNS information provided by the Company.

3.5 The Company cannot be held liable for any faults in the domain names functionality or for any faults in the hosting, email or other services provided by the Company which result from a failure of the Customer to manage its external domain in compliance with all legal and/or technical requirements including but not limited to: wrong DNS servers setup, misspelled domain names, expired domain names.

 

4. Right of Refusal

4.1 The Company reserves the right to refuse to register renew or reserve any one domain name and any associated services at its sole discretion.

4.2 The Customer agrees that the Company shall not be liable for any loss or damages that may result from the Company's refusal to register renew or reserve any one domain name or provide any associated services.

 

5. Selection of a Domain Name

5.1 The Company shall not be liable if any domain name of the Customer or its use infringes the legal rights of any third party.

5.2 The Company shall have no obligations to check whether any domain name of the Customer complies with all legal regulations and does not infringe the legal rights of any other party.

5.3 The Company recommends that the Customer seek legal advice and/or investigate the legal requirements and specifications, associated with the use of any domain name and make sure it does not violate any trade mark or copyrights.

5.4 The Customer acknowledges that in the event that a third party proves the rights over a domain name of his choice, the Company or its Registrars shall be ordered by a court to cancel, modify or transfer the domain name in question.

5.5 The Customer agrees that in case the Company is either sued or threatened by a lawsuit in reference to the Customer’s domain name, then the Customer will hold the Company harmless and indemnify the Company.

 

6. Domain Expiry and Renewal Notices

6.1 The Company will notify the Customer by email before the expiry date of any one domain name in the form of invoice and/or invoice payment reminder.

6.2 In addition and in accordance with ICANN's Expired Registration Recovery Policy (ERRP) the Company's registrar will issue separate renewal notices thirty (30) days and seven (7) days before the expiry date and immediately after the expiry date in respect of any one generic top-level domain name (gTLD).

 

7. Payment Information

7.1 The Customer agrees to supply appropriate payment for the Company's Domain Name Services in advance of the time period during which Domain Name Services are provided.

7.2 The Customer agrees that until and unless the Customer notifies the Company of the Customer's desire to cancel any or all Domain Name Services received then those Domain Name Services will be invoiced on a recurring basis.

7.3 The Customer is responsible for ensuring that the Customer's contact details are up to date and that all invoices for Domain Name Services are paid on time. In the event that the Customer does not pay an invoice for Domain Name Services by the "Due Date" (See "Standard Terms Clause 4.6") the Company will suspend the Domain Name Services until the invoice has been paid in full. Time is of the essence.

7.4 In the event that the Customer does not pay an invoice for Domain Name Services within twenty-eight (28) days after the "Due Date" the Company will terminate the Domain Name Services. Any data the Company hold or host in relation to the terminated Domain Name Services will be immediately and permanently deleted from the Company's system. Time is of the essence.

7.5 The Company reserves the right to change prices at any time.

 


D) Design Services

Updated 18 June 2019

The following terms set forth the provisions under which the Company undertakes to provide the Customer with Template and Website Design Services.

 

1. Licence and Copyright

1.1 Joomla!® Content Management System

1.1.1 Websites installed on a web server by the Company on behalf of the Customer are powered by the Joomla! Content Management System. Joomla! is Free Software released under the GNU/GPL Licence. The Joomla!® name is used under a limited licence from Open Source Matters in the United States and other countries. Wynchcote Limited is not affiliated with or endorsed by Open Source Matters or the Joomla! Project.

 

1.2 Third Party Applications

1.2.1 The copyright of any one Third Party Application installed on a web server by the Company on behalf of the Customer belongs to the owner of the copyright of the Third Party Application.

1.2.2 The Customer agrees to consult the owner of the copyright of any one Third Party Application before using the Third Party Application to ensure it is not in breach of copyright requirements.

1.2.3 When the owner of the copyright of any one Third Party Application requires registration the Customer agrees that it will register with the owner of the Third Party Application prior to using the Third Party Application.

1.2.4 The Customer agrees that it shall defend, indemnify, save and hold the Company harmless from any and all demands, liabilities, costs, losses and claims arising from use by the Customer of Third Party Applications installed on a web server by the Company on behalf of the Customer.

 

1.3 Templates

1.3.1 The Company is the sole owner of copyright and all other rights to Templates designed and supplied by the Company. The Templates remain the property of the Company and are licensed to the Customer. The Customer may not claim intellectual or any exclusive ownership of any rights to the Company's Templates, modified or unmodified in full or in part. The Company reserves the right to re-develop, change, withdraw and release Templates without prior notice. The Customer agrees that the Company may include development credits and/or links to the Company's offers in the Templates.

1.3.2 The Company grants a non-exclusive limited licence to the Customer to use any one Template supplied and/or installed on a web server by the Company with only one Joomla! CMS at any one time.

1.3.3 The Customer may not use any one Template supplied and/or installed on a web server by the Company with more than one Joomla! CMS at any one time.

1.3.4 If the Customer wishes to use any one Template supplied and/or installed on a web server by the Company on an additional Joomla! CMS then the Customer must order additional Templates to be granted additional non-exclusive limited licences on the basis of one non-exclusive limited licence per Template.

1.3.5 The Company’s Templates do not contain Joomla!® software. The Customer must own a fully licensed version of Joomla! software obtained separately to be able to use a Template.

1.3.6 The Customer must not place one or more Templates or code, modified or unmodified, in full or in part on any diskette, CD, DVD, email, web site, site builder, server or any other medium and offer them for redistribution, lending, rental, resale, free offer, give away or redistribution of any kind without prior written consent from the Company.

1.3.7 The Customer must not sub-license, assign or transfer the non-exclusive limited licence on any one Template to anyone else without prior written consent from the Company.

1.3.8 The Customer may retain one additional copy of any one Template for archive and reference purposes only. The additional copy of any one Template must not be redistributed, lent, rented or resold in any manner.

1.3.9 The Company reserves the right to reproduce any of its artwork, including Templates, for promotional purposes.

 

2. Material

2.1 The Company reserves the right to refuse to supply and/or install on a web server one or more Websites and/or Templates and/or Third Party Applications when the Company at its sole discretion deems the Customer's website content to be unlawful or inappropriate; constitute harassment, racism, violence, obscenity, and/or any other harmful intent; be spamming; be committing a criminal offence; be infringing privacy and/or copyright. The Company reserves the right without notice to cancel, reject or refuse to work with a Customer's website without reason for such rejection or refusal.

2.2 It is the responsibility of the Customer to ensure that no copyright infringement will occur in the use of any material (text, graphics, images, audio, video and/or other type of electronic media) supplied by the Customer for use as part of a Template and/or Website.

2.3 The Customer will not hold the Company responsible for any infringement of copyright relating to material (text, graphics, images, audio, video, metadata and/or other type of electronic media) used as part of a Template and/or Website. Refunds will not be made in the event of copyright infringement.

2.4 The Customer shall indemnify the Company in full against all loss (including loss of profit), costs (including cost of all time and materials purchased or used), damages, charges and expenses incurred by the Company as a result of any infringement of copyright relating to material (text, graphics, images, audio, video, metadata and/or other type of electronic media) used as part of a Template and/or Website designed by the Company on behalf of the Customer.

2.5 The Company will do its best to ensure that the Company's designs are original and do not infringe upon any existing trademarked design. Should this unlikely event occur then the limit of the Company's liability is the price of the Template and/or Website supplied.

 

3. Design Process

3.1 Design Consultation

A representative of the Company will consult with the Customer to determine the Customer's design requirements.


3.2 Design Quote

Upon request the Company will send the Customer a Design Quote outlining the:

3.2.1 proposal for any one Template and/or Website design (referred to hereafter as "Design Work"),

3.2.2 total cost of the Design Work (referred to hereafter as "Design Cost"),

3.2.3 Payment Terms, and

3.2.4 Delivery Date.


3.3 Design Process

The Design Process will comprise three stages:

3.3.1 Preparation of Design Specification.

3.3.2 Design and Development.

3.3.3 Testing and Delivery.


3.4 Payment Terms

3.4.1 The Company will invoice the Customer for the Design Cost prior to commencement of the Design Process.

3.4.2 The Customer agrees to pay for the Design Work prior to commencement of each stage of the Design Process.

3.4.3 Time for payment shall be of the essence.


3.5 Design Process Termination

3.5.1 The Design Process will terminate at the Delivery Date as specified in the Design Quote or at any time prior to the Delivery Date upon receipt by the Company of a written request from the Customer.

3.5.2 All liabilities for errors, changes, or alterations become the responsibility of the Customer after the Delivery Date or prior date of termination.


3.6 Design Alterations

3.6.1 Converging Design Alterations

Notwithstanding "Standard Terms Clause 4.9" the Customer may request minor design alterations without charge prior to the agreed Delivery Date providing the Customer gives clear and concise feedback and the alteration is reasonably determined by the Company in its sole discretion to result in convergence of the Design Process.

3.6.2 Diverging Design Alterations

If any design alteration requested by the Customer prior to the agreed Delivery Date is reasonably determined by the Company in its sole discretion to result in divergence of the Design Process then the Company will quote separately for any work needed to complete the requested design alterations.

3.6.3 Design Alterations after the Delivery Date

If design alterations are requested by the Customer after the Delivery Date then the Company will quote separately for any work needed to complete the requested design alterations.

 

4. Distribution

4.1 When the Company supplies any one Template and/or Website for installation by the Customer on a web server, then the Company will make the Template and/or Website available for download by the Customer from the Company's website after the purchase transaction has been completed.

4.2 When the Customer requests that the Company installs any one Template and/or Website on a web server, then the Company will install the Template and/or Website on the web server after the purchase transaction has been completed and the Customer has provided written confirmation that they have made an appropriate backup copy of all files and data installed on the web server.

 

5. Payment and Refunds when Template and/or Website is supplied to the Customer

5.1 The Company requires payment to be received in full from the Customer before supplying a Template and/or Website to the Customer.

5.2 The Company offers Templates and/or Websites as intangible irrevocable goods. Due to the digital nature of a Template and/or Website there will be no refund once a Template and/or Website has been supplied to the Customer.

5.3 If the Customer orders a Template and/or Website in error and the Template and/or Website has not yet been supplied to the Customer then the Customer may contact the Company to apply for a refund or exchange at the Company's sole discretion.

5.4 If a Template and/or Website has been supplied to the Customer then no refund will be offered by the Company. All sales are final.

 

6. Payment and Refunds when Template and/or Website is installed on a Web Server on behalf of the Customer

6.1 The Company requires payment to be received in full from the Customer before installing a Template and/or Website on a web server on behalf of the Customer.

6.2 The Company offers the service of installing Templates and/or Websites on a web server as an intangible irrevocable service. Due to the digital nature of the service of installing a Template and/or Website on a web server there will be no refund once a Template and/or Website has been installed on a web server by the Company on behalf of the Customer.

6.3 If the Customer purchases a Template and/or Website in error and the Template and/or Website has not yet been installed on a web server by the Company on behalf of the Customer then the Customer may contact the Company to apply for a refund or exchange at the Company's sole discretion.

6.4 If a Template and/or Website has been installed on a web server by the Company on behalf of the Customer then no refund will be offered by the Company. All sales are final.

 

7. Compatibility and Customisation

7.1 The Company designs Templates for and creates Websites using the latest release of any one Joomla! content management system and/or Third Party Application installed by the Company as at the date of the Company's invoice.

7.2 The Company shall make every effort to ensure that any one Template, Website and/or Third Party Application works with the latest release of the main browsers Google Chrome and Mozilla Firefox as at the date of the Company's invoice.

7.3 The Customer agrees that the Company cannot guarantee correct functionality and/or display of any one Template, Website and/or Third Party Application on any one or all browsers, operating systems and devices, and that any one or all of the following which occur after the date of the Company's invoice may thereafter affect the functionality and/or display of any one Template, Website and/or Third Party Application:

7.3.1 Joomla! content management system update to a different patch, release or version number;

7.3.2 Third Party Application update to a different patch, release or version number;

7.3.3 browser software update;

7.3.4 operating system software update;

7.3.5 mobile operating system software update;

7.3.6 change of domain name server setup;

7.3.7 web hosting platform system software update.

7.4 The Customer may customise the code of any one Template to meet their requirements.

7.5 The Company will quote separately for any additional work requested by the Customer to change any one Template, Website and/or Third Party Application after the date of the Company's invoice.

 

8. Liability and Warranty Disclaimers

8.1 The Company supplies any one Template, Website and/or Third Party Application on an "as is" basis without warranty of any kind, either expressed or implied.

8.2 The Company does not give warranty that any one Template, Website and/or Third Party Application:

8.2.1 is free of HTML, CSS, PHP, Javascript and/or MySQL error;

8.2.2 complies with legislation, W3C Web Accessibility Initiative (WAI) accessibility guidelines, browser software releases, operating system software releases and/or web standards.

8.3 The Company shall have no liability to the Customer or any third party for any damages including but not limited to, errors, claims, losses, lost profits, lost savings, or other incidental, consequential, or special damages arising from the operation of or inability to operate any one Template, Website and/or Third Party Application on any one or all browsers, operating systems and devices even if the Company has been advised of the possibility of such damages.

8.4 The Customer shall defend, indemnify, save and hold the Company harmless from any and all demands, liabilities, costs, losses and claims arising from the Customer's use of any one Template, Website and/or Third Party Application supplied by the Company.

 


E) Joomla! CMS Support

Updated 10 April 2019

The following terms set forth the provisions under which the Company undertakes to provide the Customer with Joomla! CMS Support.

 

1. Subscription Service

1.1 The Company undertakes to provide the Customer with Joomla! CMS Support on a subscription basis.

 

2. Service Level

2.1 The Company aims to provide the Customer with tailored Joomla! CMS Support comprising provision of:

2.1.1 Joomla! User Guides (see 'Joomla! CMS Support Terms Clause 3');

2.1.2 Email and Telephone Support (see 'Joomla! CMS Support Terms Clause 4');

2.1.3 Joomla! CMS Website Maintenance (see 'Joomla! CMS Support Terms Clause 5').

2.2 The Company will provide the Customer with a Joomla! CMS Support Service Level Agreement (hereafter "SLA").

2.3 The Joomla! CMS Support SLA will describe the Joomla! CMS Support to be provided to the Customer by the Company for a specified finite period of time (hereafter "Subscription Period").

 

3. Joomla! User Guides

3.1 For the duration of the Subscription Period covered by the Company's Joomla! CMS Support SLA the Company will provide the Customer with full unrestricted access to its online Joomla! User Guides at www.joomlers.uk.

 

4. Email and Telephone Support

4.1 For the duration of the Subscription Period covered by the Company's Joomla! CMS Support SLA:

4.1.1 the Company will do its best to provide the Customer with answers to questions about how to use the core Joomla! CMS and Third Party Applications listed in the Company's Joomla! CMS Support SLA;

4.1.2 the Customer may contact the Company by email and telephone using the contact details published at the Company's website (www.wynchco.uk);

4.1.3 the Company will respond to Customer emails and telephone calls between the hours of 09:00 - 17:00 GMT (Monday - Friday) excluding UK bank holidays.

 

5. Joomla! CMS Website Maintenance

5.1 For the duration of the Subscription Period covered by the Company's Joomla! CMS Support SLA the Company will provide the Customer with Joomla! CMS Website Maintenance as described in the Company's Joomla! CMS Support SLA with the aim of making it harder for a potential attacker to hack into the Customer's Joomla! CMS website.

5.2 The Customer acknowledges that it is impossible for the Company to guarantee that any one Joomla! CMS Website will not be hacked (see 'Joomla! CMS Support Terms Clause 13').


6. Exclusions

6.1 For the duration of the Subscription Period covered by the Company's Joomla! CMS Support SLA the Company does not undertake to:

6.1.1 provide Joomla! CMS Support for the Joomla! 1.0, Joomla! 1.5, Joomla! 1.7 and/or Joomla! 2.5 CMS;

6.1.2 upgrade or migrate any one Joomla! CMS from one major version to another major version (for example, from Joomla! 2.5 to Joomla! 3);

6.1.3 pay subscription and/or renewal fees on behalf of the Customer to the developer of any one Third Party Application.

6.2 For the duration of the Subscription Period the Company's Joomla! CMS Support SLA excludes provision by the Company of:

6.2.1 technical support in respect of any one Third Party Application;

6.2.2 content management (example: adding and/or editing website content including text, graphics, images, audio, video, metadata and/or other type of electronic media);

6.2.3 coaching and training services;

6.2.4 search engine optimisation;

6.2.5 template and website design services (including website re-build);

6.2.6 PHP developer services;

6.2.7 hacked Joomla! CMS Website repair services.

 

7. Fair Use

7.1 The Company reserves the right to cease providing Joomla! CMS Support when it reasonably determines in its sole discretion that:

7.1.1 the Customer has breached the Company's Terms of Service;

7.1.2 the Customer's use of the Company's Joomla! CMS Support is excessive, abusive or fraudulent.

 

8. Access

8.1 The Company undertakes to correspond with ONE named individual in respect of all matters arising from and relating to any one Joomla! CMS Support SLA.

8.2 The Customer may choose to nominate ONE named individual (hereafter "Agent") who will correspond with the Company on behalf of and instead of the Customer in respect of all matters arising from and relating to any one Joomla! CMS Support SLA.

8.3 The Customer is responsible for:

8.3.1 making all arrangements necessary for the Customer or their Agent to have access to the Company's Joomla! CMS Support, and

8.3.2 ensuring that their Agent is aware of and complies with these terms and conditions.

8.4 The Customer represents and warrants that the Customer and/or their Agent is proficient in how to use a computer device, web browser, email client and FTP client before contacting the Company for Joomla! CMS Support.

 

9. Hosting Environment

9.1 The Customer accepts full responsibility for ensuring that any one Joomla! CMS website is hosted on a server which:

9.1.1 complies with the minimum technical requirements for hosting a Joomla! CMS website as recommended by the Joomla! Project (including but not limited to PHP, MySQL and File Permissions);

9.1.2 provides secure access via HTTPS to a Hosting Control Panel (with full access to File Manager, PhpMyAdmin, Backup Manager, Access Log and Error Log functions);

9.1.3 provides secure access via SFTP or FTPS.

 

10. Backup Archives

10.1 The Company does not warrant or guarantee that any one 'Joomla! CMS Website Backup Archive comprising database and files' (hereafter "Backup Archive") created by the Company is complete, accurate and/or without compromise.

10.2 The Customer accepts full responsibility for:

10.2.1 downloading Backup Archives from the server and for storing downloaded Backup Archives in a secure location;

10.2.2 verifying the content and accuracy of any one Backup Archive created by the Company;

10.2.3 complying with the terms and conditions specified by their web hosting provider in respect of the storage of Backup Archives;

10.2.4 ensuring that any one web location to which the Company is asked to restore a Backup Archive does not contain material and/or content which may be lost during the restoration process.

10.3 The Customer authorises the Company to download Backup Archives from the server to facilitate provision by the Company of Joomla! CMS Support.

 

11. Response Time

11.1 For the purpose of Joomla! CMS Support provision by the Company time shall not be of the essence.

 

12. Payment Terms

12.1 The Customer agrees to supply appropriate payment for the Company's Joomla! CMS Support in advance of the time period during which Joomla! CMS Support is provided.

12.2 The Customer agrees that until and unless the Customer notifies the Company of the Customer's desire to cancel any or all Joomla! CMS Support received then Joomla! CMS Support will be invoiced on a recurring basis.

12.3 The Customer is responsible for ensuring that the Customer's contact details are up to date and that all invoices for Joomla! CMS Support are paid on time. In the event that the Customer does not pay an invoice for Joomla! CMS Support by the "Due Date" (See "Standard Terms Clause 4.6") the Company will suspend the Joomla! CMS Support until the invoice has been paid in full. Time is of the essence.

12.4 In the event that the Customer does not pay an invoice for Joomla! CMS Support within twenty-eight (28) days after the "Due Date" the Company will terminate the Joomla! CMS Support. Time is of the essence.

12.5 The Company reserves the right to change prices at any time.

 

13. Disclaimer

13.1 The Company does not accept liability for errors and/or omissions when responding to Customer questions about how to use the core Joomla! CMS and Third Party Applications.

13.2 The Company does not warrant or guarantee that every request for Joomla! CMS Support will be resolved to the Customer's satisfaction.

13.3 The Company does not warrant or guarantee that the Customer's Joomla! CMS Website will not be hacked and/or will not break.

13.4 The Customer agrees to take all reasonable practical steps to protect their Joomla! CMS Website including but not limited to:

13.4.1 using very strong secure passwords;

13.4.2 restricting user access to the Joomla! CMS Control Panel;

13.4.3 using SFTP or FTPS protocol when connecting to the server via an FTP client;

13.4.4 protecting devices used to access the Joomla! CMS from being infected by malware.

 


F) Demo Website Services

Updated 29 January 2016

The following terms and conditions set forth the provisions under which the Company undertakes to provide the Customer with Demonstration Website Services (hereafter "Demo Website Services").

In these Demo Website Services terms and conditions the following words shall have the following meanings:

“Demo Website” means demonstration Website, also known as a "Test Drive".

“Content” means Demo Website content including (without limitation) text, photographs, music, video and documents.

 

1. Consent

1.1 These terms constitute a legal agreement between the Customer and the Company concerning the Customer's use of Demo Website Services provided by the Company.

1.2 By visiting, accessing or otherwise using the Demo Website Services provided by the Company in any way, the Customer affirms that they have read and accept the terms and conditions of these Terms of Service.

 

2. Limited Purpose of Demo Website Services

2.1 Demo Website Services are provided on a temporary trial basis only for a maximum trial period of seven (7) days commencing upon acceptance by the Company of both a: 

2.1.1 written request from the Customer, and

2.1.2 telephone conversation with the Customer to confirm their requirements.

2.2 The main objective of the provision of Demo Website Services by the Company is to provide Customers with a temporary way to test the major features of a Company website before making a purchase decision.

2.3 The Demo Website provided in accordance with these terms and conditions is a trial site; thus, although the Demo Website may permit the Customer to store and keep track of Content, the Demo Website is not intended to provide the Customer with a permanent repository for such Content, even during the limited duration of the Demo Website trial.

2.4 The Company may terminate the Demo Website Services without notice at any time.

2.5 The Company will terminate the Demo Website Services without notice at the end of the trial period.

 

3. Conditions of Use

3.1 The Customer is provided with temporary, personal, password-controlled access to the Demo Website:

3.1.1 the Customer will be assigned Manager privileges for the duration of the trial period;

3.1.2 the Company will retain Administrator privileges for the duration of the trial period.

3.2 Without limiting the generality of any of the other conditions or restrictions set forth in these terms and conditions, the Customer may not directly or indirectly:

3.2.1 permit third party access, or take actions which result in access,  or attempts to access, the Customer’s Demo Website from more than one computer at any one time per user name/password;

3.2.2 distribute or share the Customer’s Demo Website password with anyone;

3.2.3 lease, license or otherwise charge others for use or access to the Customer’s Demo Website or Content.

3.3 The Customer is responsible for their own use of, and the acts and omissions of others who may access, the Company’s Demo Website Services via the user name and password assigned to the Customer by the Company.

3.4 The Company does not guarantee the continued availability or the functionality of its Demo Website Services. Use of the Demo Website Services provided by the Company is at the Customer's sole risk.

3.5 The Company may at its sole discretion immediately disable and/ or terminate an offending Demo Website and/or users without prior notice in the event of any violation of these terms and conditions.

3.6 The Company will not be liable for the cost of interruptions, failure or delay in performance of the Company’s Demo Website Services which may result from disabling or termination of the Demo Website.

3.7 The Company will have no liability for termination or suspension of any Demo Website, Demo Website Services and/or any related removal or destruction of Content.

3.8 The Company may destroy Content upon termination or suspension of a Demo Website and/or Demo Website Services and the Company will not be liable for the cost of replacing Content.

3.9 Content is Demo Website-specific, hence, installing a new Demo Website will not enable the Customer to access Content stored in another Demo Website.

 

4. Limited Content Licence

4.1 The Customer retains any copyright and any other rights the Customer  already holds in Content which the Customer creates, submits, posts or displays on or through, the Company’s Demo Website Services.

4.2 By creating, submitting, posting or displaying such Content, the Customer gives the Company a perpetual, irrevocable, worldwide, royalty-free, and non-exclusive licence (“Licence”) to reproduce, adapt, modify,  translate, publish, publicly perform, publicly display and distribute such Content on or through, the Company’s Demo Website Services.   The Licence is for the sole purpose of enabling the Company to provide or improve Demo Website Services, such as by (without limitation):

4.2.1 creating backup copies of Content;

4.2.2 enabling file sharing;

4.2.3 transmitting Content over various public networks;

4.2.4 making changes as necessary to conform and adapt Content to the technical requirements of connecting networks, devices or Demo Website Services.

4.3 The Customer confirms and warrants to the Company that the Customer has all the rights, power and authority necessary to grant the above Licence.

 

5. Third Party Services

5.1 The Company’s Demo Website Services may include advertisements, links or other connections to third party websites and resources, including those which may offer fee-based products and services.

5.2 The Customer acknowledges and agrees that the Company:

5.2.1 is not responsible for, and has no liability to the Customer with respect to, the acts or omissions of such third parties, including (without limitation) any of the websites, products or services offered by those third parties;

5.2.2 makes no representations or warranties concerning any of those third parties or their products or services.

 

6. Eligibility

6.1 The offer of the Company's Demo Website Services is restricted to any one Customer who: 

6.1.1 is resident in the United Kingdom (UK), and

6.1.2 can provide the Company with a UK landline telephone number.