Terms of Business

This page (together with the documents and/or pages referred to on it) sets out the terms and conditions on which We (“Toby Wallis Communications”) supply our services. Our primary services are domain name registration and renewals (“Domain Registration and Renewals”), website hosting and associated services (“Hosting”) and web design and development (“Website Design and Development”).

Please read these terms and conditions carefully before ordering any Services from Us. By ordering any of our Services, you agree to be bound by these terms and conditions.

Please read through these terms and conditions carefully and print a copy for future reference.

1. Privacy policy and newsletter

1.1 You acknowledge and agree to be bound by the terms of our privacy policy.
1.2 By placing an order for the Services, you consent to us sending to you our newsletter. This newsletter is our primary method of communicating with you and will inform you of changes to our services, notify you of planned outages and updates, and keep you informed about our services generally.

2. Information about Us

2.1 Toby Wallis Communications is the trading style of Toby Wallis. Our main business address is 28 Turlow Court, Leeds LS9 8PA, UK. We are not registered for VAT. We do not operate as a limited company.

3. Your status

3.1 By placing an order for any of the services we provide, you warrant that:

3.1.1 you are legally capable of entering into binding contracts; and

3.1.2 you are at least 18 years old.

3.2 If you are acting on behalf of a company or other business, you further warrant that you personally have the authority to bind that company or business on whose behalf you are placing an order.

4. The order process and payment terms

4.1 You can only place an order for the Services once you have successfully opened an account with us. Information that you provide while registering an account with us must be complete and accurate. You agree that we may block access to your account and the Services we supply if we reasonably believe that the information you have supplied is inaccurate.

4.2 We may decline account facilities at any time and at our discretion. We are not obliged to provide a reason why we have declined facilities, but normally we will do so.

4.3 We submit invoices for payment within our payment terms by email. We accept payment by cash, electronic (BACS) transfer and credit/debit card. We do not accept payment by cheque. You can pay online using a card, in which case a transaction fee of 1.25% is payable.

4.4 Any queries regarding the amount or detail of an invoice must be raised within seven days of its issue date. Thereafter the liability will be deemed to be uncontested.

4.5 Our payment terms are generally net 15 days from the date of invoice. We may vary these conditions at our discretion but will always notify you if we do so.

4.6 Provision of services, and the price at which these services are provided, is predicated on the timely settlement of any invoices. Late payment without prior agreement may result in suspension or termination of account facilities and any associated services. Under such circumstances no refund is payable for any unexpired period of service.

4.7 We may also exercise our statutory right to interest under the Late Payment of Commercial Debts (Interest) Act 1998 if any invoice is not paid according to agreed credit terms.

5. Payment for Web Design and Development

5.1 Because of the nature of the work some additional terms apply to website design and development.

5.2 We may require staged payments for Web Design and Development. This will be clearly set out in our Quotation and the provision of services will be dependent upon adherence to the staged payments.

5.3 In the case of staged payments the date or stage shown for the payment is the due date. We do not normally allow credit terms for staged payments.

5.4 Progress to the next stage in Web Design and Development is dependent upon timely payment of each staged payment.

5.5 While we quote for a completed job, please note that we charge for the time and resources spent on delivering the project. In the case of a job being cancelled prior to completion the clients is at least liable to compensate us for work and resources spent to the date of cancellation, and we may also (at our discretion) charge for the full value of the contract and/or an additional cancellation fee depending upon the amount of time spent on the project to date and the reason(s) for cancellation.

5.6 Our contract for web design and development work is for the stated work involved in completing the work to your satisfaction and ours. We will always use our best endeavours to ensure it is completed within the timescale you stipulate but cannot accept any responsibility for delayed delivery of the completed job.

5.7 The sole exception to paragraph 5.5. above is in exceptional circumstances where, prior to the start of work on a specific project, we and you have negotiated an agreed deduction in case of late delivery and an agreed bonus in case of early delivery. This exception must be confirmed in writing before commencement of any work and an escrow payment may be required in order for this provision to apply.

6. Our status

6.1 We may provide links on our site to the websites of other companies, whether affiliated with us or not. We cannot give any undertaking that products or services you purchase from companies to whose website we have provided a link on our website will be of satisfactory quality, and any such warranties are DISCLAIMED by us absolutely. This DISCLAIMER does not affect your statutory rights against the third party seller.

7. Consumer rights

7.1 If you are buying as a consumer (i.e., not within the course of your business), the Consumer Contracts Regulations will apply where relevant.

7.2 This provision does not otherwise affect your statutory rights.

8. Cancellation of Services

8.1 You may cancel most of the services supplied by us at any time. A notice period may be required. Different terms apply for services provided under 8.3 below.

8.2 We may charge a cancellation fee for certain services and there may be additional termination or transfer fees payable according to the status of the service you are cancelling. Once we have received notice of cancellation any fees required to complete closure of your account must be paid in advance.

8.3 Cancellation of services paid for in advance does not entitle you to a refund of any unused portion of the period for which the Services were ordered. Under certain circumstances we may offer a partial refund but this is on an ex gratia basis and is granted at our sole discretion.

8.4 Some services may only be cancelled at renewal date, and subject to advance notice of 90 days. This provision applies to items where payment is required in advance, including:

8.3.1 Hosting Services;

8.3.2 Domain Registration and Renewal Services; and

8.3.3 Use of SSL certificates and other ‘add on’ products.

9. Price and payment

9.1 The price of any Services will be as quoted on our website from time to time, except in cases of obvious error. We are not registered for VAT and so will not add it to your invoice.

9.2 The total cost of your order of the Services will be set out clearly in advance of your order.

9.3 Prices are liable to change at any time. We will notify you of a change in our prices at least thirty (30) days before the price increase comes into force. Any such price increase will not be effective until the Minimum Term (as defined in clause 20.3) expires. If you do not agree to such price changes, please cancel your Services in accordance with clause 20.3.1. If you do not cancel you will be deemed to have accepted the new prices, and they will be charged to your account.

9.4 It is always possible that, despite our best efforts, some of the Services listed on our website and elsewhere may be incorrectly priced. Where a Service’s correct price is less than our stated price, we will charge the lower amount when accepting your order. If a Service’s correct price is higher than the price stated on our website, we will normally, at our discretion, either contact you for instructions before accepting your order, or reject your order and notify you of such rejection.

9.5 We are under no obligation to provide the Services to you at the incorrect (lower) price, even after we have sent you an Acceptance Confirmation, if the pricing error is obvious and unmistakeable and could have reasonably been recognised by you as a mis-pricing.

9.6 Please note that when purchasing a Service, you are obliged to pay for that Service for the whole of the Minimum Term (as defined in clause 20.3) that applies to it (unless you have cancelled the Service under clause 8.1) even though you may pay by monthly direct debit payments. Consequently, you must not cancel your direct debit payments without first cancelling your Services under clause 20.3.1. If you do so, we will seek to recover any outstanding payments due to us by other means, including by taking appropriate legal action.

9.7 Time for payment shall be of the essence. No payment shall be deemed to have been received until we have received cleared funds. If your payment is not received within our stated payment period we may, at our discretion, suspend or terminate any Services we provide to you from time to time, even if payment in respect of such Services is not outstanding.

10. Quality

10.1 We warrant that (subject to the other provisions of these terms and conditions) any Services purchased from us through our website will be provided with reasonable care and skill.

10.2 We will not be liable for a breach of the warranty in clause 10.1 unless:

10.2.1 you give written notice of the breach to us; and

10.2.2 we are given a reasonable opportunity after receiving the notice of examining our provision of the Services to you.

10.3 We will not be liable for a breach of the warranty in clause 10.1 if:

10.3.1 the problem arises because you failed to follow our oral or written instructions as to the use of the Services (if there are any); or

10.3.2 you alter the Services without our written consent; or

10.3.3 the problem arises because of misuse; or

10.3.4 the problem arises because of an infringement of our Acceptable Use Policy.

10.4 Subject to clause 10.2 and clause 10.3, if we are in breach of the warranty in clause 10.1 we will, at our expense, use all reasonable commercial efforts to remedy the breach promptly or refund the price of the Services at the pro rata Contract price. This constitutes your sole and exclusive remedy for any breach of the warranty set out in clause 10.1. Notwithstanding the foregoing, we do not warrant that your use of the Services will be uninterrupted or error-free.

10.5 We reserve the right to modify the Services without notice to you provided such modification does not adversely effect your access to, or use of, the Services or detract from the overall performance of the Services. Any change which may have such adverse effect on you or may detract from the overall performance of the Services will be notified to you at least thirty (30) days prior to the change taking effect.

10.6 You acknowledge that you have not relied on any statement, promise or representation made or given by or on our behalf which is not set out in our Terms and Conditions and associated documents or pages, or otherwise confirmed in writing by us. Nothing in this clause will exclude or limit our liability to you for fraudulent misrepresentation.

11. Search Engine Optimisation

11.1 Toby Wallis Communications is a web design, marketing and communications agency. We are not a search engine optimisation (SEO) company. SEO is a specialist area which we do not have the expertise to work in.

11.2 All websites designed and built by Toby Wallis Communications comply with best practice and include structural features designed to maximise their visibility to search engines. We may also install and deploy scripts, metatags and other devices to enhance your website’s visibility, though we do not undertake to do so in all circumstances.

11.3 Apart from these best practice provisions we offer no warranty, undertaking or guarantee regarding your website’s visibility on search engines.

11.4 If search engine visibility is important to your business our advice is as follows:

  • Employ a reputable and effective search engine optimisation company
  • As the owner of your website, investigate and act upon procedures for maximising your website’s exposure, both online and offline
  • Evaluate and, if appropriate, utilise suitable promotional tools such as Google Adwords.

We are always happy to advise on this area, as with any other matter pertaining to getting best value out of your website.

12. Access to the Hosting Service

12.1 You are responsible for making all arrangements necessary for you to have access to our Hosting Services. You are also responsible for ensuring that all persons who access our Services through your Internet connection are aware of these terms and conditions (and in particular our acceptable use policy) and that they comply with them.

13. Hosting Service service levels

13.1 We will use our reasonable endeavours to make our servers available to you as part of the Hosting Service you purchase for ninety-nine point nine-nine (99.99) per cent of each calendar month. We do not warrant access to our servers will be uninterrupted or error free but we shall use all reasonable endeavours to keep downtime to a minimum. We shall make all commercially reasonable efforts to provide you with advanced notification of all scheduled and emergency outages through the system status page http://www.walliscommunications.com/status.php on our website and/or by email.

13.2 Service credits are not given for any form of downtime or service unavailability.

14. IP addresses

14.1 You will have no right, title or interest in any internet protocol address (“IP address”) allocated to you, and any IP address allocated to you is allocated as part of the Hosting Service you purchased and is not portable or otherwise transferable by you in any manner whatsoever.

14.2 If an IP address is re-numbered or re-allocated by us, we shall use our reasonable endeavours to avoid any disruption to you.

14.3 You agree that you shall have no right, title or interest to any IP address upon expiry or termination of the Services, and that the acquisition by you of a new IP address following expiry or termination of the Services shall be solely your responsibility.

15. Back-up of your material and our servers

15.1 It is your responsibility to maintain appropriate and up-to-date back-up copies of any data, information or other material you upload (or permit to be uploaded) onto our servers (“Material”) as part of your use of the Hosting Services. In the event of loss of or damage to your Material, you will not be given access to the server back-up we maintain pursuant to our archiving procedure.

15.2 We will follow our archiving procedures for the data stored on our servers. In the event of any loss or damage to our servers, your sole and exclusive remedy will be for us to use reasonable commercial efforts to restore the data on our servers (including your Material) from the latest back-up we maintained in accordance with our archiving procedure. We will not be responsible for any loss, destruction, alteration or disclosure of your Material caused by you or any third party.

15.3 Where we have designed, developed and host a website as part of an inclusive service contract we will make arrangements for periodic backup of the material on your hosting account (including databases.)

15.4 You may order an extended website maintenance, management and promotion service as a separate item to further protect and promote your website if you wish. This service is also governed by these Terms and Conditions.

16. Hosting Service usage limitations

16.1 All our Hosting Service packages come with an unlimited web space allowance provided that:

16.1.1 your Material is linked into web pages;

16.1.2 you do not use the Hosting Service as a backup of, or repository for, your Material;

16.1.3 you maintain good housekeeping to maintain your Material; and

16.1.4 you comply with our acceptable use policy.

16.2 The Hosting Service package you order includes the per calendar month bandwidth allowance applicable to that hosting package as this is set out on this website at the time of your order. The Hosting Service you have ordered will be automatically suspended if this monthly bandwidth allowance is exceeded. If this happens, you have to upgrade your Hosting Service package to one which includes a higher monthly bandwidth allowance, or wait for the Hosting Service to resume at the start of the following calendar month.

16.3 Unless the Hosting Service package you order includes a dedicated server, you will only be allowed to use a maximum of five (5) per cent of our server’s processing capacity when using the Hosting Service package you order. At our absolute discretion, we may allow your usage to exceed this limitation, and we will speak to you about your hosting requirements if your usage has, or may have, a detrimental effect on our other customers.

16.4 The Hosting Service package you order includes the number of mailboxes applicable to that hosting package as this is set out on our website at the time of your order. However, any mailboxes that have not been accessed for one hundred (100) clear days will be automatically deleted from our system.

16.5 When using the Services, you must comply with our terms of website use and our acceptable use policy and these are incorporated into the Contract by reference. Any conflict between our terms of website use and these terms and conditions, will be resolved in favour of these terms and conditions.

16.6 We shall be entitled to terminate the Contract, or suspend or terminate the provision of any individual Services, if you are in breach of our terms of website use or our acceptable use policy.

17. Support

17.1 If a problem has arisen with regard to the Services or your registered account, you can access support by contacting us by email or telephone.

17.2 We will help resolve any problems you have with the Services you are receiving. We will not provide programming support to you, but, as part of our Hosting Services, our servers are compatible with many programming languages.

18. Domain names

18.1 Where the Contract includes our Domain Registration and Renewal Service:

18.1.1 we will endeavour to procure the registration of the domain name you request;

18.1.2 we will not be liable in the event that the relevant domain name registry refuses to register the domain name you request, or subsequently suspends or revokes any registration for that domain name;

18.1.3 we shall not act as your agent or on your behalf in any dealings with domain name registry;

18.1.4 the registration of the domain name you request and its ongoing use is subject to the relevant domain name registry’s terms and conditions of use which you should obtain and consider;

18.1.5 you are responsible for ensuring that you are aware of the terms referred to in clause 17.1.4 so that you can comply with them; 17.1.6 the domain name you request will only have been successfully registered when you appear as the registrant on the appropriate WHOIS database of the top level domain name registrar;

18.1.6 we shall have the absolute discretion to require you to select a replacement domain name to the one you have requested to be registered, and may suspend or terminate our performance of the Domain Registration and Renewal Service, if, in our opinion, there are reasonable grounds for us to believe that your current choice of name is, may or is likely to be in bad faith, breach of the provisions of these terms and conditions or any legal or regulatory requirement; and

18.1.7 you confirm and warrant that you are the owner of any trade mark in any domain name (or have the authority of the owner of any trade mark to use such name) that you have requested be registered.

18.2 You confirm and warrant that you are the legal owner of any domain name (or have the authority of the legal owner to use such domain name) supplied by you, or otherwise authorised by you, for use as a domain name in connection with any website in relation to which the Hosting Service supplied to you is used.

18.3 Once the domain name has been successfully registered, it will need to be renewed periodically to ensure you retain your registration of it. We will send you renewal notices in advance of the renewal date of your registered domain name. These notices will be sent to the email address then registered against your account.

18.4 We do not normally renew domain registration automatically unless you have purchased an inclusive design and development agreement. In this case we are responsible under the agreement for all administrative matters related to the included domain(s) on your behalf as long as the agreement is in force and not suspended or terminated.

18.5 The price for the renewal will be set by us from time to time and will be comprised with consideration to:

18.5.1 The price charged by the domain registrar;

18.5.2 Any currency conversion requirements;

18.5.3 A service charge element to cover the work required in registering or renewing the registration of the domain.

18.6 Charges will vary from time to time and for different domain nationalities and extensions.

19. Intellectual property rights

19.1 You grant to us a worldwide, non-exclusive, royalty free licence to use, store and maintain your Material on our servers and publish your Material on the Internet for the purpose of providing the Hosting Service to you. You warrant that your Material does not infringe the intellectual property rights of any third party and you have the authority to grant the licence in this clause 18.1 to us. We may make such copies as may be necessary to perform our obligations, including making back-up copies of your Material.

19.2 You will defend, indemnify and hold us harmless against claims, actions, proceedings, losses, damages, expenses and costs (including without limitation court costs and reasonable legal fees) arising out of or in connection with your use of the Services or of any claim or action that your Material infringes, or allegedly infringes, the intellectual property rights of a third party.

19.3 If you download software we own from our website, we grant you a non-exclusive, non-transferable royalty free licence to use that software for the purpose set out on our website in relation to that software. Such licence will automatically terminate when we stop providing the Hosting Services to you.

19.4 Any third party software that you download from our website shall be licensed to you on the standard software licence terms of the owner of the intellectual property rights in that third party software as those licence terms are notified to you at the time you download such software.

19.5 We retain all intellectual property rights in the Hosting Services (other than in your Material) and our software referred to in clause 18.3. Accordingly, you must not decompile, disassemble or reverse engineer the Hosting Services or our software.

19.6 We will defend you against any claim that the Hosting Services (but not materials stored or maintained on our servers by third parties) infringe any United Kingdom intellectual property rights of a third party (other than infringements referred to in clause 19.2), and shall indemnify you for any amounts awarded against you in judgment or settlement of such claims, provided that:

19.6.1 you give prompt notice of any such claim;

19.6.2 you make no admissions or settlements without our prior written consent;

19.6.3 you provide reasonable co-operation to us in the defence and settlement of such claim, at your expense; and

19.6.4 we are given sole authority to defend or settle the claim.

19.7 In the defence or settlement of the claim, we may obtain for you the right to continue using the Hosting Services, replace or modify the Hosting Services so that they become non-infringing or, if such remedies are not reasonably available, terminate the Contract with you without liability to you (in which case we will refund to you the price you have paid on a pro-rata basis). We will have no liability to defend or indemnify you if the alleged infringement is based on:

19.7.1 a modification of the Hosting Services by anyone other than us;

19.7.2 your use of the Hosting Services in a manner contrary to our instructions or our acceptable use policy; or

19.7.3 your use of the Hosting Services after notice of the alleged or actual infringement from us or any appropriate authority.

19.8 Intellectual property provisions in the case of an inclusive design, development and hosting agreement may differ from those in this section and will be specified in the Service Agreement you sign when you commission us to perform the services on your behalf. In the case of any conflict between these conditions and the Service Agreement, the Service Agreement will take precedence.

19.8 The foregoing states your sole and exclusive rights and remedies, and our entire obligations and liability, for the infringement of any third party’s intellectual property rights by the Hosting Services.

20. Our liability

20.1 We do not monitor and will not have any liability for your Material or any other communication you transmit, or allow to be transmitted, by virtue of the Hosting Services.

20.2 Due to the public nature of the Internet, we shall not be liable for the protection of the privacy of electronic mail or any other information transferred through the Internet or via any network provider and no guarantee or representation is given that the Hosting Services will be free from hackers or unauthorised users. You shall be liable for the content of any emails transmitted by virtue of the Hosting Services, for any material you upload to, or allow to be uploaded to, our servers and for ensuring compliance at all times with all relevant legislation (including, but not limited to the Data Protection Act 1998 and all other privacy laws, regulations and guidance notes made or issued thereunder).

20.3 All conditions, terms, representations and warranties that are not expressly set out in these terms and conditions (or the documents referred to in them) are hereby expressly excluded.

20.4 We do not exclude or limit in any way our liability:

20.4.1 for death or personal injury caused by our negligence;

20.4.2 under section 2(3) of the Consumer Protection Act 1987;

20.4.3 for fraud or fraudulent misrepresentation; or

20.4.4 for any matter for which it would be illegal for us to exclude, or attempt to exclude, our liability.

20.5 We will not be responsible for the following types of losses (in each case whether direct, indirect or consequential) and whether they are caused by our negligence or otherwise:

20.5.1 loss of income or revenue;

20.5.2 loss of business;

20.5.3 loss of profits or contracts;

20.5.4 loss of anticipated savings;

20.5.5 loss of goodwill;

20.5.6 loss of software or data;

20.5.7 wasted expenditure (such as pay per click advertising costs); or

20.5.8 wasted management or office time.

20.6 Subject to clause 19.4 and clause 19.5, our maximum aggregate liability under or in connection with the performance or contemplated performance of the Contract, whether in contract, tort (including negligence) or otherwise, shall in no circumstances exceed one hundred and ten (110) per cent of the price you have paid to us for the Services during the twelve (12) months preceding the event giving rise to the liability in question. Accordingly, you are advised to acquire business interruption insurance, or other appropriate insurance, to protect you and your business in the event of interruption of the Services (in particular the Hosting Service).

20.7 Where you buy any product or service from a third party seller through following a link on our website to such third party’s website, the seller’s individual liability will be set out in the seller’s terms and conditions. You should consult such terms and conditions.

21. Duration of the Services and cancellation

21.1 That part of the Contract relating to our Domain Registration and Renewal Service will continue until:

21.1.1 we have registered the domain name you have requested (the “Domain Name”) and you subsequently ask us not to renew the registration of your Domain Name; or

21.1.2 we terminate the supply of our Domain Registration and Renewal Service by notice to you because: the Domain Name is no longer available for registration; clause 17.1.7 applies; you are in breach of clause 17.1.8; or of some other reason preventing the registration of the Domain Name.

21.2 If we terminate the Domain Registration and Renewal Service under clauses, or, we may at our sole discretion refund the price you have paid for the Domain Registration and Renewal Service to the credit card, debit card or other account you used to make the payment.

21.3 That part of the Contract relating to Services other than our Domain Registration and Renewal Service shall continue for the minimum period of time that applies to the Service you have purchased. After expiry of the Minimum Term, they will continue on a month to month basis until terminated:

21.3.1 by you giving to us at least seventy-two (72) hours advance written notice; or

21.3.2 by us giving to you at least thirty (15) days advance notice in written sent to the then current email address registered against your account.

21.4 The monthly price for Services we supply under Contracts that continue on a month to month basis under clause 20.3 shall be charged monthly in advance. Such payment will be due on the same date of the month as on which the Services had originally commenced (“Payment Date”) unless or until you cancel the Services in accordance with clause 20.3.1. We will not provide you with a refund for a cancellation that is part-way through a billing period.

21.5 Without prejudice to any other right to terminate or suspend the Services we may have under these terms and conditions, our website terms of use or our acceptable use policy, we may terminate the Contract at any time by giving you notice by emailing you at the email address registered against your account. If we cancel the Services, we will refund to you the price you have paid for the Services on a pro-rata basis for the unexpired Minimum Term.

21.6 Notwithstanding anything to the contrary in these terms and conditions, if you are in breach of an obligation of these terms and conditions we may terminate the Contract and/or, at our absolute discretion, terminate or suspend without notice any individual Services we provide to you from time to time.

21.7 Expiry or termination of the Contract shall be without prejudice to any rights and liability of either of us arising in any way under that Contract as at the date of expiry or termination.

22. Deletion of your data

22.1 If you cancel your Services, any data we hold or host in relation to the Services you have cancelled will be immediately and permanently deleted from our system. Accordingly, you are strongly advised to make appropriate copies of such data before you cancel your Services.

22.2 As the material held on our system normally consists of copies of material owned by you as our client, we are under no obligation to retain this once your Service is terminated.

22.2 If you wish us to provide copies of any material held on our system you must give notice at least 30 days in advance of cancellation of your Services to give us time to make copies.

22.3 A fee may be chargeable for the copying and supply of copies of any material held on our system.

23. Additional terms

23.1 Additional terms and conditions may apply for our offers. If so, you will be advised of them at the relevant point.

24. Written communications

24.1 Applicable laws require that some of the information or communications we send to you should be in writing. When using our website, you accept that communication with us will be mainly electronic. We will contact you by e-mail or provide you with information by posting notices on our website. For contractual purposes, you agree to this electronic means of communication and you acknowledge that all contracts, notices, information and other communications that we provide to you electronically comply with any legal requirement that such communications be in writing. This condition does not affect your statutory rights.

25. Notices

25.1 All notices given by you to us must be given by email. We may give notice to you at either the then current e-mail or postal address registered against your account with us.

26. Third party rights and transfer of rights and obligations

26.1 Neither you nor we intend that any term of the Contract will be enforceable by virtue of the Contracts (Rights of Third Parties) Act 1999 by any person that is not a party to it.

26.2 The Contract is binding on you and us and on our respective successors and assigns.

26.3 You may not transfer, assign, charge or otherwise dispose of the Contract, or any of your rights or obligations arising under it, without our prior written consent.

26.4 We may transfer, assign, charge, sub-contract or otherwise dispose of the Contract, or any of our rights or obligations arising under it, at any time during the term of the Contract.

27. Events outside our control (force majeure)

27.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under the Contract that is caused by events outside our reasonable control (“Force Majeure Event”).

27.2 A Force Majeure Event includes any act, event, non-happening, omission or accident beyond our reasonable control and includes in particular (without limitation) the following:

27.2.1 misuse, alteration or interference by you or any third party of our servers or systems (including virus and hacker attacks);

27.2.2 strikes, lock-outs or other industrial action;

27.2.3 civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war;

27.2.4 fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster;

27.2.5 impossibility of the use of public or private telecommunications networks; and

27.2.6 the acts, decrees, legislation, regulations or restrictions of any government.

27.3 Our performance under the Contract will be deemed to be suspended for the period that the Force Majeure Event continues, and we will have an extension of time for performance for the duration of that period. We will use our reasonable endeavours to bring the Force Majeure Event to a close or to find a solution by which our obligations under the Contract may be performed despite the Force Majeure Event.

28. Waiver

28.1 If we fail, at any time during the Contract, to insist upon strict performance of any of your obligations under the Contract or any of these terms and conditions, or if we fail to exercise any of the rights or remedies to which we are entitled under the Contract, this shall not constitute a waiver of such rights or remedies and shall not relieve you from compliance with such obligations.

28.2 A waiver by us of any default shall not constitute a waiver of any subsequent default.

28.3 No waiver by us of any of these terms and conditions shall be effective unless it is expressly stated to be a waiver and is communicated to you in writing in accordance with clause 24.

29. Severability

29.1 If any of these terms and conditions or any provisions of the Contract are determined by any competent authority to be invalid, unlawful or unenforceable to any extent, such term, condition or provision will to that extent be severed from the remaining terms, conditions and provisions which will continue to be valid to the fullest extent permitted by law.

30. Entire agreement

30.1 These terms and conditions and any document expressly referred to in them represent the entire agreement between us both in relation to the subject matter of any Contract and supersede any prior agreement, understanding or arrangement between us, whether oral or in writing.

30.2 We each acknowledge that, in entering into the Contract, neither of us has relied on any representation, undertaking or promise given by the other or be implied from anything said or written in negotiations between us prior to such Contract except as expressly stated in these terms and conditions.

30.3 Neither of us shall have any remedy in respect of any untrue statement made by the other, whether orally or in writing, prior to the date of any Contract (unless such untrue statement was made fraudulently) and the other party’s only remedy shall be for breach of contract as provided in these terms and conditions.

31. Our right to vary these terms and conditions

31.1 We have the right to revise and amend these terms and conditions from time to time to reflect changes in market conditions affecting our business, changes in technology, changes in payment methods, changes in relevant laws and regulatory requirements and changes in our system’s capabilities.

31.2 You will be subject to the policies and terms and conditions in force at the time that you order services from us, unless any change to those policies or these terms and conditions is required to be made by law or governmental authority (in which case it will apply to orders previously placed by you), or if we notify you of the change to those policies or these terms and conditions before we send you the Acceptance Confirmation (in which case we have the right to assume that you have accepted the change to the terms and conditions, unless you notify us to the contrary within seven (7) working days of receipt by you of the Acceptance Confirmation).

31.3 No variation of these terms and conditions shall be valid unless it is in writing and signed on our behalf.

32. Law and jurisdiction

32.1 Contracts for the purchase of Services through our site will be governed by English law. Any dispute arising from, or related to, such the Contract shall be subject to the exclusive jurisdiction of the courts of England and Wales. English is the language to be used for the conclusion of the contract between us both.