This document describes the terms which cover the purchase of services by you from us. If buying goods and services at the same time then each is a separate contract. It is in addition to our general terms.

Length of on-going service All of the ongoing services we offer (e.g. technical support) are provided for each period as agreed (typically monthly, but other billing cycles are available) on an automatically renewing basis. You receive an invoice one month before the start of the period and at that point enter into a new contract for supply of the service for the whole period as specified on the invoice. If you do not ask us to terminate service you will enter in to a new contract when we invoice you for the next period.

For ongoing services invoiced periodically, each period invoiced is treated as a new contract for supply for the period invoiced, and as such any regulations applicable to contracts only from a certain date will apply to invoices issued after that date.

Starting service, and minimum terms When you order service, we will try and provide it as soon as possible unless you say otherwise. If you need a service provided on a specific date, please make this clear with your order. We will then try to provide the servce on that date or as close as possible. Service provision dates cannot be guaranteed and the date is not a formal part of our agreement, so we have no liability if we fail to meet a specific date. You will only be billed for a service from the date it is in fact provided.

Your initial bill for an ongoing service will be for at least 28 days service and may be as much as a whole billing period plus 27 days so as to align with the billing cycle. Even with no other minimum term, if you terminate service during that period there is no refund for the amount billed and so this is effectively a minimum term. Unless otherwise stated our services do not have any other minimum term. For example, if you took a monthly billed service on the 4th of a month your initial bill will be from that date to the end of the following month - i.e. nearly two months service charges. If a minimum term has been agreed and you ask us to terminate before the end of this term then we reserve the right to bill the remainder of the amount that would be billed within the remaining agreed term.

In the case of broadband orders (new or migration) we consider the service we are providing is one of arranging for broadband to be installed and as such that service is provided once we have submitted the necessary orders to our Internet Service Provider (typically Andrews & Arnold Ltd) to connect your line and they have accepted that order from us. Please bear in mind the service may be provided before the point you happen to start using the service.

Migrating a broadband service to our Internet Service Provider In some cases you can move a broadband service from another provider to our chosen ISP. If you do this then you will terminating the service you have with your previous provider for that service. We recommend you always check carefully with your previous provider whether you are liable for any termination charges, minimum notice charges, minimum term charges or any other costs as a result of terminating service with them. We are not liable for any costs you have to your previous provider resulting from migration.

Changing prices For ongoing services such as support, webhosting, etc, the price for service is fixed at the start of each billing period for the whole of that period. We will notify you of changes to our general prices, and the current prices apply at the time the invoice is issued.

How well the service works (Service Level Agreement) We will ensure, with reasonable skill and care, that the service works as we have said it will. If we expect a problem or have to suspend part of the service for some operational reason, then we will let you know in advance if possible - usually via our web site and/or email. Our support lines are generally open 24 hours a day, 7 days a week for every day excluding Christmas day. Support outside of our office hours (9am, 5.30pm Monday to Friday) is considered emergency support and must only be used in an a genuine emergency. We may close our support lines at any time, for any reason at our discression for maintenance or for any other reason. We also reserve the right to restrict use of our emergency support if we feel it has been abused or if there are outstanding monies owed to us.

For multi-branch systems and systems that rely on connection to external computers, the Internet is a large network of interconnecting computers managed by different organizations. We cannot be responsible for anything not in our control. We will not refund or compensate you for any break in service or any consequential costs that may arise because the service did not work when you needed it. If the service has failed because of a fault that is within our control we will endeavour to rectify the problem within one working day of being notified of the problem, but if we fail, we will not accept responsilibty for the inconvenience caused.

Restricting, Suspending and Terminating service If you have not paid us within terms or are in breach of any other terms, then we may take steps to restrict, suspend or terminate your service as we see fit. Until your service is terminated, you must still pay the full price for the use of the service as if it was working normally. Restriction of service means that we make some parts of the service unavailable. This would normally only be done where the restriction will help reduce the effect of some breach of terms.

Suspension of service means that we stop supporting you. Before resuming service we will normally require you to bring your account fully up to date (pay us). Termination of service means we stop supplying your service completely and, if specified in the terms and conditions of your Support and Licencing agreement, the Reference Point system will no longer be accessible. At this point you are no longer liable for further ongoing charges, but must still pay any outstanding invoices.

Liability for use of the Internet We provide a service which allows information to be passed to and from your computer systems. In using the service you must accept that we have no responsibility for the information carried, even if it is held on our servers in transit (for example as email), or is placed on our servers (such as web pages). If you take offence to any information you receive, you should take up the matter with the sender, or choose not to receive the information (e.g. to not visit offending web sites, etc). Wherever practical we will assist you in locating the sender if you require help. We will also co-operate with the police or other authorities in providing information to trace any criminal offence that may be committed via our services.

You must take responsibility for your use of the Internet. If anything you do, or fail to do, results in any liability for us, then you will compensate us completely. This includes any liability for anything you place on any of our servers (e.g. web or email). This includes compensation for all consequential losses, loss of time, loss of reputation, loss of future or expected profits, etc, as well as any fines or consequences imposed on us or our Directors and company officers or staff personally, if we or they are found liable for your actions or inaction.

Who can use the services Unless we have agreed with you specifically, in writing, you cannot resell or provide the service to anyone else not connected with you or your company. You must ensure that any passwords we supply for use with the service are kept confidential, and must notify us immediately if you realize they have been compromised.

In any event, you are responsible for all those that do make use of the service.

Changing the service We have a policy of continuous improvement, and may, from time to time, add, modify or remove parts of the service and software. We will not pay any compensation for such changes even if they require periods of service suspension.

You may be allocated IP addresses for use of the service. These do not belong to you, but our ISP may register your details with IP management authorities (RIPE). We may change your allocated IP addresses for operational reasons and you must make or arrange the necessary changes at your site to accommodate such changes at your cost.

Third party terms In provision of the service you may be bound to terms of third parties. This is because some of the contracts we enter into require us to impose terms on those using the services. In some cases a separate contract is formed between you and a third party - e.g. provision of broadband, where we act simply as an agent in ordering the broadband service.

Termination Terminating your service is asking us to stop providing the service for you once we have started providing the service. If you wish to stop an order before we have provided the service this is cancellation and is described later.

You can terminate the service in any period at any time, but full payment for the whole period already invoiced remains due without any partial refund. Unless otherwise stated our services have no minimm term. Where there is a minimum term you will also be billed for the remainder of that term when you terminate the service. To avoid a further bill ensure we have received a termination notice before the next period is invoiced. We can also opt not to renew your service if we wish, for any reason (i.e. terminate it). For further clarification of the termination rights please refer to your Support Agreement.

Cancelling an order is asking us not to provide your service before we have actually provided it. Once we have provided service, even if you are not yet using the service, you cannot cancel your order but you may terminate your service as described above.

We cannot guarantee the date that we will provide a service, especially if it relies on the work of a third party such as Andrews & Arnold Ltd. We will keep trying to provide your service if at all possible until you ask us to cancel the order. If we have still not provided the service by 7 days after the agreed date then we will not make any cancellation charge if you cancel at that point.

If you cancel a service for any other reason then we will make a cancellation charge. This cancellation charge is never more than the charge we would make for terminating service the day after it was provided. For training or on-site engineering this will normally be 50% of the service charge. For support we expect payment of the first period invoiced for the service. If you are considering cancelling the service, please ask us to quote for the cancellation charge that would apply in your case.

Backups You are responsible for ensuring that you have backups of your company data and web site or other data you store on any of our servers, even if we are handling that data for you (eg remote backups, websites). In the event of any data being lost or restored from our backups we will notify you as soon as practical (within 2 working days) so that you can check your web site is up to date and upload any necessary files. We are not responsible for data lost for any reason. If you are unhappy with the remote backup service we provide, you have the option not to renew the service in the next period but you must ensure that your data is backed up as we will not accept any liability for lost data.

Firewalls Connecting to the internet, whether by modem, ISDN, or broadband, means that your computer is part of a world wide network of computers. We will insist that you have a hardware firewall (a FireBrick which we can provide and configure) to protect you from the internet. It is possible that your computer is providing file shares, or other services on the internet connection which may allow it to be hacked. You are responsible for the security of your computers. If you or any member of your organization has administrator access to your FireBrick or allows it to be bypassed then we will not be held responsible for any breach of security via the internet. This is particularly important if you have a permanent connection such as broadband.

Disputes If you have a dispute, please contact us. We will always attempt to resolve any dispute before a mediator is required. If you take the matter to a mediator when we have already given a full response that resolves the dispute, and the mediator agrees with us, we will charge you our mediation costs where we are permitted to do so. You should also bear in mind that we can, at any time, chose not to continue providing you with service, just as you can choose not to take service from us (subject to any minimum terms that may apply).

Technical Labour Any quote for engineering work, consultancy, training, or software development is a firm quote for an hourly or daily rate, but an estimate of the time it will take to carry out the work. Should the work look likely to exceed the estimate we will discuss options with you, and you can opt to pay for additional time or stop development at that point. Any work carried out must be paid for at the agreed hourly or daily rate. As stated above we limit liability to the pro-rata amount paid for any work carried out which is unsatisfactory. We reserve the right to charge higher rates for any work you request to be done specifically outside our normal hours (normal hours being 9am - 5.30pm Monday - Friday, not including statutory (bank) holidays).

Software Unless agreed otherwise, in writing, we retain all rights to the software we provide including rights to source code. Your purchase is simply for a licence to make use of the software in accordance with our instructions. As with all software it is impossible to guarantee 100% reliable operation. Any defects notified within a 1 year warranty period will be rectified with reasonable skill, care and speed but no consequential liability can be accepted for any losses due to such a failure. Rectifying a problem may simply mean changing the instructions for use. You must provide us with any remote access and passwords we may require to rectify problems and test changes on your systems. Some systems include third party software which may be subject to its own licence conditions. Any free software which may be included is separate and is not provided as part of any contract with you, and for which no liability can be accepted by us.