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Focalpoint
Imaging and Focalpoint Online Website Terms and Conditions
TERMS
AND CONDITIONS
You must agree to these terms and conditions before accessing any
of Focalpoint Imaging / Online services. By opening an account with
Focalpoint Imaging / Onlineor accessing any of Focalpoint Imaging
/ Online services you indicate your acceptance of these terms and
conditions of use and agree to be bound by them. If you do not agree
with them you should cancel any account set up.
1. DEFINITIONS
1.1 The "Customer" means the user, " Focalpoint Imaging
/ Online" means Focalpoint Imaging / Online, hereafter referred
to as" Focalpoint Online", "Services" means
all services provided by Focalpoint Online including but not limited
to Internet access, electronic mail, web space, newsgroups and co-location.
2. SUPPLY
2.1 Focalpoint Online agrees to provide the services to the Customer
to the extent described in the Schedule, which shall be deemed and
incorporated into these terms and conditions.
2.2 Focalpoint Online reserves the right to alter or withdraw any
service at any time, on giving current Customers prior warning.
3. EXCLUSION OF WARRANTIES
3.1 Save as expressly set out herein, all conditions or warranties
which may be implied or incorporated into these terms and conditions
by law or otherwise are hereby expressly excluded to the extent
permitted by law. In no circumstances whatsoever will Focalpoint
Online be liable for economic, indirect or consequential loss.
3.2 Focalpoint Online services are provided on an "as is"
and "as available" basis and we make no warranties or
representations, whether express or implied, in relation to Focalpoint
Online or the Services, including but not limited to, implied warranties
or conditions of completeness, accuracy, satisfactory quality, or
any loss of data resulting from delays, non-deliveries, missed deliveries,
or service interruptions.
3.3 In any event the liability of Focalpoint Online to the Customer
in respect of an event or series of connected events arising out
of or in connection with these terms and conditions whether in contract,
tort (including negligence) or otherwise shall be limited to all
sums payable in respect of the Services described in the Schedule.
3.4 Each provision of this Clause 3 excluding or limiting liability
shall be construed separately, applying and surviving even if for
any reason one or other of those provisions is held inapplicable
or unenforceable in any circumstance they shall remain in force
not withstanding the termination or expiry of these terms and conditions.
4.
PRICE AND PAYMENT
4.1 The charges payable by the Customer for the provision of the
Services are set out in the Schedule. If for any reason Focalpoint
Online is unable to collect payment from the customer as it becomes
due under these terms and conditions or in the event of default
on payment by the customer this will constitute a material breach
of these terms and conditions by the customer. Focalpoint Online
shall have the right to require the Customer to pay all sums due
under these terms and conditions on demand.
4.2 Accounts
in default may be charged interest on the outstanding balance at
a daily rate of 3% above HSBC's base lending rate. All payments
due under these terms and conditions shall be made by the Customer
in full without any right of set-off by the Customer.
4.3 All sums due to Focalpoint Online under these terms and conditions
are quoted exclusive of Value Added
Tax and any other applicable taxes which may from time to time be
charged thereon in accordance with the relevant regulations in force
at the time of making the taxable supply and shall be paid by the
Customer.
4.4 Focalpoint Online reserves the right to terminate the services
to the Customer forthwith in the event of any default of payment.
4.5 All subscriptions charges are due in advance.
4.6 All services are automatically re-invoiced on the first day
of the anniversary month; the only exception is for monthly invoicing
which will recurr on the same date each month
5. TERMINATION
5.1 The initial term shall commence when the Customer opens an account
or starts using Focalpoint Online services. This agreement will
continue and payments will be taken according to the service subscribed
to until the customer requests cancellation or if Focalpoint Online
decides to terminate the agreement according to the terms below.
5.2 Focalpoint Online (without prejudice to its other rights) may
terminate this Agreement immediately if:
5.2.1 The Customer breaches any clause under these Terms and Conditions.
5.2.2 Focalpoint Online is obliged to comply with an order, instruction
or request of Government, an emergency services organisation, or
other administrative authority, to cease to provide any service
provided to the Customer.
5.2.3 The customer breaches Focalpoint Online Acceptable Use Policy,
or
5.2.4 The provision of any service to the Customer would give rise
to or cause disruption to the services offered by Focalpoint Online
to its customers.
5.3 Without prejudice to its rights of termination at any time under
Clause 5.2, Focalpoint Imaging shall have the right to suspend the
provision of any Services without notice if Focalpoint Imaging has
the right to terminate this Agreement.
5.4 Focalpoint Online shall be able to terminate this agreement
for any reason on giving the Customer a minimum of one month's notice
at any time.
5.5 The customer may terminate any service in writing by giving
the appropriate notice period for the service to be terminated.
The initial minimum term of the contract must have been met. The
minimum notice period required is thirty days. ADSL, SDSL and Leased
Line/Private circuits have a minimum notice period of ninety days.
Costs may be incurred by early termination of contracts.
5.6 In the event of termination, whether initiated by the Customer
or Focalpoint Online no refunds will be given on subscription charges,
whether monthly , quarterly or annual unless otherwise agreed in
writing by Focalpoint Online.
5.7 In the event of termination the Customer shall immediately cease
to make use of Focalpoint Online Services.
6. IMPROPER USE
6.1 A breach of our Acceptable Use Policy will constitute a material
breach of these terms and conditions and shall entitle Focalpoint
Online to terminate the agreement pursuant to Clause 5.2.
6.2 The
Customer shall not (or authorise or permit any other party to) use
Focalpoint Online's Services for the transmission of any material
which is in violation of any law or regulation or which is defamatory,
menacing, obscene, in breach of third party intellectual property
rights (including copyright) or in breach of trade secrets. Any
breach of this Clause will be deemed to be a material breach of
this agreement and shall entitle Focalpoint Online to terminate
the agreement pursuant to Clause 5.2 and for this purpose it shall
be irrelevant whether the Customer is aware of the content or illegality
of any material so transmitted or not.
6.3 Not withstanding and in addition to Clause 5.2 Focalpoint Online
may suspend the Service without notice with immediate effect if
in Focalpoint Online's reasonable opinion the Customer is in breach
of these Terms and Conditions or acted inconsistently with the spirit
of these terms and conditions.
6.4 The Customer acknowledges that Focalpoint Online is unable to
exercise control over the content of the information passing over
the Focalpoint Online connection and/or the Focalpoint Online network
and/or the Services, and Focalpoint Online hereby excludes all liability
of any kind for the transmission or reception of infringing information
of whatever nature.
6.5 The Customer hereby agrees to indemnify and holds Focalpoint
Online harmless from any claim brought by a third party resulting
from the use of the Focalpoint Online connection and/or the Focalpoint
Online network, Services including but not limited to infringement
of any intellectual property right of any kind, legislation or regulation.
The Customer shall defend and pay all costs, damages, awards, fees
(including reasonable legal fees) and judgments finally awarded
against Focalpoint Online arising from such claims, and shall provide
Focalpoint Online with notice of such claims, full authority to
defend, compromise or settle such claims and reasonable assistance
necessary to defend such claims, at the Customer's sole expense.
Such actions will be taken in consultation with the Customer.
6.6 Focalpoint Online reserves the right to delete after seven days
all emails delivered to users named SPAM, TRASH and/or BOUNCE (regardless
of case) without any notification to our customers. It is the customers
own responsibility to ensure that those emails are checked, and
if necessary moved to other users within this timescale. Focalpoint
Online accepts no responsibility or liability for customers emails
who are deleted from the aforementioned users.
7. SUSPENSION OF SERVICES
7.1 Focalpoint Online may without terminating this agreement suspend
provision of any Services in whole or in part until further notice
with immediate effect if:
7.1.1 Focalpoint Online has reason to terminate this agreement in
accordance with Clause 5;
7.1.2 Focalpoint Online is obliged to comply with an order, instruction
or request of Government, an emergency services organisation, or
other administrative authority, or
7.1.3 Focalpoint Online needs to carry out work relating to upgrading
or maintenance of the Focalpoint Online network but providing that
Focalpoint Online has given the Customer a reasonable period of
notice practicable in the circumstances.
7.2 If Focalpoint Online exercises its right of suspension in respect
of an event referred to in Clause 7.1, this will not exclude its
right to terminate this agreement later in respect of that or any
other event, nor will it prevent Focalpoint Online from claiming
damages from the Customer resulting from such event if the Customer
is in breach of these terms and conditions.
8. DATA PROTECTION
8.1 Focalpoint Online reserves the right to put the names and other
information from the registration form, credit application or order
form relating to the Customers into a computerised directory for
internal use, unless specific written instructions are received
from the Customer.
8.2 Focalpoint Online reserves the right to provide information
concerning your account and activities whilst using Focalpoint Online's
services if we are requested to do so by the police or a regulatory
or government authority in investigating illegal activities.
9. CALLER LINE IDENTIFICATION
9.1 In order to access the 0845 and 0808 services service the customer
must make sure that the telephone calling line identification is
not blocked from the telephone line used to access Focalpoint Online.
Failure to present the calling line identification when accessing
any 0845 or 0808 will result in a material breach of these terms
and conditions. responsible
for all activities which occur under their username and password.
Other users of the Customer's username and password shall be bound
by these terms and conditions as if they were the Customer. The
customer agrees to immediately notify Focalpoint Online of any unauthorised
use of his/her username or password or any other breach of security
of which the Customer becomes aware.
11. GENERAL
11.1 Other than in respect of the Customer's obligation to make
payments neither party shall be liable in respect of any breach
of this contract due to any cause beyond its reasonable control
including but not limited to acts of God, flood, lightning or fire,
industrial action, act or omission of Government or other competent
authority, riot, war or act or omission of another party for whom
that party is not responsible.
11.2 Focalpoint Online shall have the right by notice to the Customer
to modify these terms and conditions at any time. It is the Customer's
responsibility to check these terms and conditions for changes on
a regular basis
11.3 These terms and conditions are governed by and shall be construed
in accordance with the laws of England and the Customer hereby submits
to the exclusive jurisdiction of the English Courts.
11.4 These terms and conditions represent the entire agreement between
the parties excluding any service specific conditions, which will
be notified to the customer at time.
11.5 Any customer taking co-location at any of our data centres,
suites or PoP acknowledges and agrees to abide by specific conditions
of each location, as well as the specific co-location terms and
conditions available separately to
our standard terms and conditions herein.
11.6 The Customer shall not assign or purport to assign or otherwise
deal with any of its rights and obligations hereunder, except if
expressly agreed in writing with Focalpoint Online.
11.7 Focalpoint Online shall have the right to assign, sub-contract
or otherwise deal with all or any of its rights and obligations
under these terms and conditions to any third party.
11.8 The Customer, by creating an account with Focalpoint Online,
hereby acknowledges that he/she has read and accepted the terms
hereof.
11.9 Any notice given by Focalpoint Online to the customer under
these terms and conditions will be given either by email or by a
message on the Focalpoint Online website.
11.10 The Customer is responsible for making sure that they are
dialling the right number for the service used.
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