Terms and Conditions of Service
1 Introduction and definitions
1.1 These terms and conditions ("Conditions") shall govern the agreement between Completely Different Solutions Ltd ("us" or "we") and the individual or organisation applying for the provision of the Goods or Services ("you").
1.2 Our registered office and correspondence address is Ashdown House, 131 Hertford Road, Stevenage, Hertfordshire SG2 8ST.
1.3 You can contact us by email on email@example.com, telephone +44 (0)1438 300 003.
1.4 We explain in the headings what each clause covers. These headings are for guidance only and are not intended to be legally binding.
1.5 These Conditions take precedence if inconsistent with the material on our Website.
1.6 The following have particular meanings in these Conditions:
"Agreement" means the General Terms and the Specific Terms applicable to the Services which you have chosen together with the Fair Use Policy and any other documents referred to herein;
“Cancellation Period” means the period in which You may terminate the contract without incurring obligations and/or associated charges as set out under statute;
"Data" includes information, documents, text, software, music, sound, photography, messages, and other material of any kind in any form;
"Internet" means the global data network comprising interconnected networks to which we are connected and provide access to you via the Services;
"Minimum Period" means the charges and fees levied by Completely Different Solutions to You for the supply of Services for an initial period of time starting from the Start Date for the relevant Completely Different Solutions Service. These charges apply regardless of whether you terminate the Agreement prior to the expiration of that period and they will continue to accrue and be owed by You for the remainder of the period;
"Personal Data" means Data about any identified or identifiable living person;
"Registry" means either Nominet UK Limited, CentralNIC Limited or Tucows Inc, or any other domain names registry that we choose to use from time to time;
"Regulations" means the Consumer Protection (Distance Selling) Regulations 2000;
"Services" means the services described on the Website (including access to the Website and Control Panel) and which we agree to provide to you;
“Start Date” means when either (i) We have sent you confirmation by email that we have activated the Service(s) or (ii) when You first start to use the Service(s), whichever of these happens first; and
“Website” means our web presence at www.cds.net.uk and other locations at which we advertise from time to time.
2 Changes to these conditions
2.1 We reserve the right on giving prior notice on the Website to alter these Conditions at any time (including altering our Acceptable Use Policy and other policies).
2.2 Any renewal of the Services will in any event be subject to our then current Conditions.
3 Your right to cancel
3.1 This Agreement will not start until We have completed a number of checks including (but not limited to) geographical coverage, credit, telephone line and an activation check. If following our checks, We are satisfied that we are able to provide the Service(s) the Agreement will commence on the Start Date, although Our obligations will be subject to clause 5.
3.2 For the purposes of the Regulations:
3.2.1 The supplier shall be Completely Different Solutions Limited;
3.2.2 The address of the supplier shall be the correspondence address as set out in clause 1.2 above;
3.2.3 Prices on the Website (including the customer portal) are updated periodically and cannot be guaranteed for any period of time and every effort is made to ensure prices are correct at the point at which the consumer places an order.
3.2.4 Any complaints should be sent in writing to the supplier's correspondence address.
3.4 A consumer will, subject to any exceptions or exclusions set out in the Regulations, be entitled to cancel the Agreement by serving a written notice of cancellation on us at any time during the following Cancellation Periods:
3.4.1 In the case of Services, within seven working days after the date you enter into a contract with us.
3.5 The consumer will not be entitled to cancel any contract for the supply of Services once the performance of the Services has begun.
3.6 Please note that we begin to perform certain Services, such as registration or renewal of certain domain names and website hosting, within 24 hours after you place your order.
4.1 You must:
4.1.1 keep your username and password secure (and we may change these at any time for good reason);
4.1.2 if requested use your username and password when giving instructions (and we are authorised to comply with instructions containing your username and password);
4.1.3 take reasonable steps in respect of matters in your control to minimise any risk of security breaches in connection with the Services;
4.1.4 notify us of any unauthorised access to your account which you believe may affect the overall security of our systems; and
4.1.5 comply with our security checks and authorise us to run automated scanning checks from time to time to help identify possible security vulnerabilities in your hardware and/or software configurations in connection to which Completely Different Solutions Services are supplied. The information visible to us when running these checks is limited to what would be available to any other user on the public internet and these checks are carried out purely with a view to improving your security. Any associated Data visible to us shall be used solely for determining levels of security and shall be handled in accordance with clauses 13 and 14 of these Terms and Conditions.
5.1 We will supply the Services with reasonable skill and care.
5.2 However, we do not guarantee:
5.2.1 that the Services will be uninterrupted, secure or error-free; or
5.2.2 that any Data generated, stored, transmitted or used via or in connection with the Services will be complete, accurate, secure, up to date, received or delivered correctly or at all.
5.3 We do not provide a back-up of your Data or guarantee the integrity of your Data; however, we will use our reasonable endeavours to provide copies of Data for disaster recovery purposes.
5.4 We may have to suspend the Services for repair, maintenance or improvement without prior notice. If so, we will restore them as quickly as is reasonably practicable.
6. Complaints and Dispute Resolution
6.1 Completely Different Solutions are committed to providing excellent service and endeavour to get it right all the time. We can only improve on our services with valid feedback from you, our customers. If you wish to make a complaint about a service you have received, please submit an email to us at firstname.lastname@example.org including as much detail from the issue you have. We will acknowledge your complaint within 2 business dasy and aim to resolve any issues within 7 business days.
If your unhappy with the outcome of your complaint, and it's regarding a .uk domain name. Please feel free to contact Nominet (the .uk registry) here: http://www.nominet.org.uk/disputes/complaining-about-registrar/complaints-procedure
7. Content of your website
7.1 It is your responsibility to ensure that "Content" (meaning Data placed on our servers by you or on your behalf or third party data facilitated by you, for example, chat rooms or discussion groups) is "server-ready" (including virus free) and will function satisfactorily.
7.2 You bear sole responsibility for all Content. We do not, and are not obliged to, check Content. Our rights to remove and take other steps in relation to Data are without prejudice to this sub-clause
8. Your obligations
8.1 You must comply with our reasonable instructions and requests concerning the Services.
8.2 You must provide us with up to date contact details of one or two named representatives with whom we are authorised to deal (including email addresses) and promptly notify us of any changes. We rely on this information for various reasons including the transmission of renewal notices and other important information concerning the Services. Additional contacts can be added through the contacts option within the customer portal. Changes to you individual / corporate / entity address or contact information must also be updated to allow the domain registry to hold the correct legal information about you. This should be updated by raising a support ticket via the customer portal.
8.3 You are responsible for all persons who use your username and password to access the Services, whether authorised or not, unless acting on our behalf.
8.4 There is a risk that Data generated, stored, transmitted or used via or in connection with the Services may be irretrievably damaged or lost if there is a fault or on suspension or termination. You must frequently back-up all such Data that you wish to save.
9.1 You must refrain from transferring any illegal material or engage in unlawful activities via your use of the Services.
9.2 You must refrain from sending menacing, offensive, defamatory, obscene, indecent or abusive messages whilst using the Services.
9.3 You must not use or permit the usage of the Services in a manner that is inconsistent with any and all applicable laws and regulations.
9.4 You must not make available or upload Data via your use of the Services that contain a virus, worm, trojan or other malicious Data or download any disabling or harmful devices.
9.5 You must not use the Services to send bulk unsolicited commercial emails, notifications or messages.
9.6 You warrant that your use of the Services will not infringe any third party intellectual property or other rights.
9.7 You must not embark on any course of action, whether by use of your website or any other means, which may cause a disproportionate level of activity (for example, causing mail bombs, denial of service attacks) without providing us at least seven day's prior notice in writing. If you give notice or we otherwise become aware of such disproportionate use we may:
9.7.1 move your service to a dedicated service and charge our then current rate as detailed on our Website; or
9.7.2 terminate some or all of the Services forthwith.
10. Registration of your domain name
10.1 By purchasing or renewing a domain name you are bound by all present and future terms and conditions of the relevant Registry available at http://www.cds.net.uk/domainregistryterms.html
10.2 You hereby grant us the authority to act as your agent in relation to the registration of your domain name with a Registry.
10.3 Domain names that are not renewed will be cancelled.
10.4 With respect to renewal of domain names, we will:
10.4.1 notify you of any renewal notices received by us; and
10.4.2 notify you by email of domains due for renewal 60,30,7,1 day prior to the renewal date; and
10.4.3 use our reasonable endeavours to renew domain names which by the renewal date you have specifically asked us in writing to renew.
10.4.4 If you do not renew your domain before its expiry date it will have all services we provide suspended and you will have up to 30 days (protected period) after to renew the domain name at the original renewal fee. Please log into the client portal area to view renewal fees. After 30 days your domain will be suspended and will go into a 60 day grace period which you can still renew your domain name but with an additional redemption fee of £80 + VAT. This must be requested by email before the 80th day after your domain has expired to email@example.com, after 90 days your domain will be cancelled and deleted from the register and made available for resale through a third party registrar. Completely Different Solutions will not guarantee the renewal of a domain name.
10.5 Completely Different Solutions make no charge for transfer of your domain name to another provider. However you agree that we do not have to transfer your domain names to a new provider until you have paid all outstanding debts to us.
13.1 We may access, copy, preserve, disclose, remove, suspend or delete any Data:
13.1.1 if we are required to do so by applicable law or competent authority; or
13.1.2 for the purposes of registration of domain names with a Registry; or
13.1.3 if it is otherwise permitted under these Conditions; or
13.1.4 if such Data is prohibited under these Conditions.
14. Personal Data
14.2.1. Data Retention
All Personal Data is retained and otherwise handled in a manner fully compliant with principle 5 of the Data Protection Act 1998.
14.2.2 Personal Data which is retained by Completely Different SOlutins
18.104.22.168 In relation to web hosting Services provided by us, We store home directories and web logs.
22.214.171.124 In relation to email Services provided by us, We store POP3 / IMAP mailboxes, mail logs
14.2.3 Period of retention of Personal Data
126.96.36.199 In the case of web hosting Services, web logs are deposited each night in customer home directories and the retention of these is at the customers discretion.
15. Limitation of liability
15.1 Nothing in these Conditions in any way excludes or restricts our liability for negligence causing death or personal injury or for fraudulent misrepresentation or for anything which may not legally be restricted. Nor does it affect consumers' statutory rights.
15.2 Our liability in contract, tort (including negligence) or otherwise in connection with these Conditions for any one event or a series of events is limited to 100% of the payment we received from you for the Services in the 12 months before the event(s) complained of.
15.3 In no event (including our own negligence), and even if we have been advised of the possibility of such losses, will we be liable for any:
15.3.1 economic loss (including, without limitation, loss of revenue, profit, contract, business or anticipated savings);
15.3.2 loss of goodwill or reputation;
15.3.3 special, indirect or consequential loss; or
15.3.4 damage to or loss of Data.
15.4 We have no liability for goods and services provided by third parties.
15.5 To the extent allowed by law, we exclude all conditions, terms, representations and warranties, whether imposed by statute or by law or otherwise, that are not expressly stated in these Conditions including, without limit, the implied warranties of satisfactory quality and fitness for a particular purpose. Consumers' statutory rights are unaffected.
16.1 You will indemnify us against all claims, damages, liabilities, costs (including reasonable legal fees) directly or indirectly related to your registration of or use of your domain names, the use of the Goods, your use of the Services or breach by you of these Conditions.
17.1 You must pay the fees (together with VAT and any applicable taxes) specified on our Website when you order or renew any Services.
17.2 Payment for the Services may be made:
17.3.1 monthly or annually, by Bank Transfer and
17.3.2 annually by Cheque, Bank Transer and
17.3.3 in advance or, if we agree to credit terms, within 14 days of our invoice.
17.4 Payment must be made without deduction or set-off.
17.5 All fees are non refundable unless otherwise stated.
17.6 All fees remain payable where we suspend the Services in accordance with these Conditions.
17.7 We may impose a credit limit on your account and/or require a deposit as security for paying bills.
17.8 For the avoidance of doubt, Services purchased which are subject to advanced payment (as clearly described on the relevant product page of the Website) and are not cancelled within the Cancellation Period are not refundable and associated monies shall be used by Us to discharge our administrative expenses arising out of the termination of the Agreement.
17.9 Non-payment of services:
17.9.1. Completely Different Solutions reserves the right to stop your Services and delete your account if you fail to pay for any such Services within the required time under these Conditions.
17.9.2. When you purchase Services from us you will receive a welcome email and an accompanying invoice on that date (the ‘Purchase Date’). Payment for all purchased Services is due within 14 calendar days of the Purchase Date (unless otherwise agreed in advance).
17.9.3. If you do not make payment within that time, the payment will be classed as overdue. Once the payment is overdue by 2 calendar days, we will email you (any emails sent will be to your nominated email account) notifying you of this fact and inviting you to make payment as soon as possible. From then on, we will email you with payment reminders every 7 calendar days unless and until payment is made.
17.9.4. If payment is still not received within 30 calendar days of the Purchase Date then your account and the Services will be placed on hold and will not be usable.
17.9.5. If payment is still not received within 90 days of the Purchase Date, your account will be deleted and all Services will be incapable of reactivation.
18. Duration and termination
18.1 All Services paid for either annually or monthly will be subject to initial contract periods of 12 months or 3 months respectively, and shall continue thereafter unless and until terminated in accordance with clause 18.2 and 18.3.
18.2 Subject to clause 18.1, either party may terminate this agreement (as regards some or all of the Services) at any time for any reason by giving to the other 30 days written notice.
18.3 We may terminate this agreement (as regards some or all of the Services) or suspend some or all of the Services immediately on written notice:
18.3.1 if you breach any the terms and obligations under these Conditions and, if remediable, having received from us a written notice stating the intention to terminate these conditions if not remedied, fail to remedy the breach within 14 days;
18.3.2 if you are subject to a resolution for winding up or a petition for bankruptcy or liquidation or there is a proposal or you enter into any arrangement or composition with your or for your creditors or a receiver or liquidator or trustee in bankruptcy is appointed over you or any of your assets or any similar circumstances; or
18.3.3 if we are required to do so by a competent or regulatory authority.
18.4 On termination of this agreement or suspension of Services for any reason:
18.4.1 we will immediately stop supplying, and will terminate access to, the relevant Services. This may involve irretrievable damage to or loss of Data generated, stored, transmitted or used via or in connection with the Services and / or we may destroy any such Data;
188.8.131.52 This may include but is not limited to hosted data, databases, logs, email mailboxes, dns entries and firewall rules;
18.4.2 all licenses granted by us to you will terminate;
18.4.3 any fees due remain payable and, if already paid, will be non-refundable unless you have cancelled this agreement in accordance with clause 3.1;
18.4.4 your accrued rights and liabilities will be unaffected.
19.1 We both agree not to use for any purpose apart from this agreement or disclose any Confidential Data received from the other party. "Confidential Data" means Data identified as, or which clearly is, confidential.
19.2 This clause does not apply to Data which:
19.2.1 enters the public domain other than through breach of this clause;
19.2.2 is or becomes independently known to the receiving party free from any confidentiality restriction;
19.2.3 is required to be disclosed by applicable law or competent authority;
19.2.4 is reasonably disclosed to employees, suppliers or others for the proper performance of these Conditions;
19.2.5 is reasonably disclosed to professional advisers; or
19.2.6 we are otherwise permitted to disclose in accordance with these Conditions.
20.1 You should send any notices under these Conditions to the correspondence address or email address given at the top of these Conditions.
20.2 We shall send any notices in accordance with the most recent contact information which you have provided to us.
20.3 Notices may be sent by recorded delivery or email and shall be deemed to be received:
20.3.1 recorded delivery - five days after posting;
20.3.2 email - on the day sent unless the contrary is proved.
21.1 These Conditions represent the entire agreement of the parties relating to its subject matter. It supersedes all prior agreements and representations (unless fraudulent) and you acknowledge that that no reliance is placed on any representation made but not embodied in these Conditions, save for those made fraudulently. We are not bound by, nor should you rely on, any oral representations or representations by any agent or employee of any third party you may use to apply for our Services.
21.2 If any part of these Conditions is deemed void for any reason, the offending words shall be deemed deleted and the remainder shall continue in full force.
21.3 You may not assign these Conditions or subcontract or resell any of the Services without our prior written consent. We may assign these Conditions or subcontract any of the Services.
21.4 We shall not be liable for failure to perform or delay in performing any obligation under these Conditions if the failure or delay is caused by any circumstances beyond our reasonable control, including but not limited to failure of any communications, telecommunications or computer system.
21.5 No firm, person or company which is not a party to these Conditions shall have any right under the Contract (Rights of Third Parties) Act 1999 to enforce any provision of these Conditions.
21.6 The failure to exercise or delay in exercising a right or remedy under these Conditions shall not constitute a waiver of the right or remedy.
21.7 Nothing in these Conditions shall be construed as creating a partnership or joint venture of any kind between us.
22. Choice of law
22.1 This agreement is governed by English law and is subject to the exclusive jurisdiction of the courts of England & Wales.