l.a In this Contract unless the context otherwise requires: 

"COMPANY " means Hivetech. Limited including its Web Based Services development division Hivetech. 
"Contract" means these conditions, the Price List and the Contract Form; 
"Customer" means the person named as such on the Contract Form and anyone reasonably appearing to The COMPANY to be acting with that Customer's authority or permission; 
"Information" means the visual, textual or other information published or otherwise made available (directly or indirectly) on 
the Internet using the Service; 
"Internet" means the global data network comprising Interconnected networks using TCP/IP ("Transmission Control 
Protocol/Internet Protocol"); 
"Internet Standards" means the protocols and standards defined in Internet documents RFC 1009, 1122, 1123 and 1250 and any 
future such protocols and standards as applicable; 
"Minimum Period of Service" means the first twelve months of the Service; 
"Price List" means the schedule of charges for the Service, copies of which can be seen or obtained from The COMPANY 
"Contract Form" means the The COMPANY contract form identifying the Service required by the Customer; 
"Service" means the service known as Hivetech or Hivetech, comprising the provision of server capacity on the World Wide Web and, where applicable, any other services and facilities provided by The COMPANY for the Customer in connection with the Service; 
"Third Party Information" means any visual, textual or other information not owned or generated by the Customer published on 
the web site established by the Customer on the Internet using the Service; 
"URL" means a uniform resource locator, which is the full address for the Customer's web site on the World Wide Web 

l.b The Price List contains explanations and notes concerning the charges which form part of this Contract. 

1.c In the event of any conflict between the documents forming this Contract, the documents will take the same order of 
precedence as that in which they appear in the definition of Contract in paragraph 1.1. 

2. PROVISION OF The SERVICE 

2.a The COMPANY agrees to provide the Customer with the Service on the conditions of this Contract. 

2.b If the Service is to be provided by a date specified by the Customer or The COMPANY, such date shall be treated as an estimate only and The COMPANY does not accept any liability for any future to meet the date. 

2.c It is technically impracticable to provide the Service free of faults and The COMPANY does not undertake to do so. The COMPANY will correct reported faults as soon as it reasonably can during the "snagging" period agreed. 

2.d Occasionally The COMPANY may: 
2.d.l for operational reasons change the technical specification of the Service (provided that it does not materially affect the performance of the Service); 
2.d.2 temporarily suspend the Service for repair, maintenance or improvement of the Service. The COMPANY will restore Service as soon as it reasonably can after temporary suspension; 
2.d.3 give instructions about the use of the Service which The COMPANY thinks are reasonably necessary in the interests of health, safety or the quality of the Service to the Customer or any other customer. 

3. MINIMUM PERIOD OF SERVICE 
The Minimum Period of Service begins on the date when the Service is first made available to users of the Internet 

4. CHARGES 

4a. The Customer agrees to pay all charges for the Service as specified in the Order.

4.b Payments are not refundable unless by prior agreement and specified with the Order.

4.c Charges are payable in advance. Unless The COMPANY notifies the Customer to the contrary, the Customer's liability for hosting charges will start from the first day of the Minimum Period of Service. 

4.d Charges for the Service are exclusive of Value Added Tax and any other applicable sales taxes which will be added to the Customer's bill at the prevailing rate. 

5. UPDATE CONTRACTS, CONTENT MANAGEMENT CONTRACTS

5.a Definition of content update; the deletion of text or photographs and replacement thereof i.e. like for like alterations not creative alterations.

5.b Content changes must be submitted electronically unless agreed in advance and incorporated in the Contract. 

5.c Whilst The Company will make every endeavour to carry out instructions accurately, it is the responsibility of the client or reseller to proof alterations, information or details.

5.d For speeds sake alterations will be published onto live websites and not to Beta test unless agreed in advance and incorporated in the Contract.

5.e The Company does not accept liability for accuracy of alterations or loss of business resulting from inaccuracy. (see point 5.c)

6. SECURITY 

6.a The Customer is responsible for the security and proper use of user names, passwords and security passwords used in connection with the Service and must take all necessary steps to ensure that they are kept confidential, used properly and not disclosed to unauthorised people. The security passwords must not be disclosed to any third parties. 

6.b The Customer must immediately inform The COMPANY if there is any reason to believe that a user name, password or security password has or is likely to become known to someone not authorised to use it or is being or is likely to be used in an unauthorised way. 

6.c The COMPANY reserves the right to suspend user name and password access to the Customer's web site if at any time The COMPANY considers that there is or is likely to be a breach of security. 

6.d The Customer must immediately inform The COMPANY of any changes to the Customer's details, which the Customer supplied when registering for the Service. 

7. USE OF SERVICE 

7.a The Customer warrants that the Information supplied for use is not a criminal offence or otherwise unlawful. In particular the Customer warrants that all necessary licences and consents (including but not limited to those from owners of copyrights or performing rights) have been obtained. 

7.b The Customer warrants that it will comply with all consumer and other legislation, instructions or guidelines issued by regulatory authorities, relevant licences and any other codes of practice which apply to the Customer or The COMPANY and which relate to the provision of Information, provided that The COMPANY has given notice to the Customer of those which only apply to The COMPANY. 

7.c The Service must not be used: 
7.c.1 fraudulently or in connection with a criminal offence; 
7.c.2 to send, receive, upload, download, use or re-use any 
7.c.3 in breach of instructions The COMPANY has given under paragraph 2.d.3; 
7.c.4 to cause annoyance, inconvenience or needless anxiety; 
7.c.5 to send or provide unsolicited advertising or promotional material; or 
7.c.6 other than in accordance with the acceptable use policies of any connected networks and the Internet Standards. 

7.d The Customer must ensure that a contact name and telephone number are included in clear and legible form on its web site for receipt of any enquiries or complaints that may arise in relation to Information, Third Party Information or other material published on the web site. The COMPANY reserves the right to disclose to any person with an enquiry or complaint the contact name and telephone number if such person cannot locate these details on the Customer's web site. 

8. CONFIDENTIALITY 

8.a The Customer shall keep in confidence any information of a confidential nature relating to the Service obtained from The COMPANY under this Contract and must not disclose such information to any other person without The COMPANY prior written consent, provided that this restriction does not apply to information which is: 
8.a.1 in the public domain otherwise than in breach of this Contract; 
8.a.2 lawfully obtained from a third party which is free to disclose it; 
8.a.3 required to be disclosed by law or a competent authority; 
8.a.4 in the lawful possession of the Customer prior to disclosure. 
8.b The restrictions in this paragraph shall survive the termination or expiry of this contract. 

9. BREACHES OF The CONTRACT 

9.a If: 
9.a.1 the Customer: 
(a) does not pay any charge Within 28 (twenty-eight) days of it falling due; or 
(b) commits a breach of this Contract and if it is possible to remedy, fails to remedy the breach within a reasonable time of written notice to do so or if it is not possible to remedy the breach; or
(c) does not supply content within 60 days of Contract Date (no monies refunded)
9.a.2 The COMPANY believes the Service is being used in a manner prohibited under paragraph 6 even if the Customer is unaware that the Service is being used in such a way The COMPANY can terminate this Contract or suspend the Service or any part of the Service (or both) without notice, and claim for the resulting losses or expenses. If The COMPANY suspends the Service under this paragraph, The COMPANY can refuse to restore the Service until The COMPANY receives an acceptable assurance from the Customer that there will be no further breach of this Contract. 

9.b The COMPANY can also terminate this Contract if the Customer is the subject of a bankruptcy order, or becomes insolvent, or makes any arrangement or composition with or assignment for the benefit of its creditors or if any of its assets are the subject of any form of seizure or goes into liquidation, either voluntary (otherwise than for reconstruction or amalgamation) or compulsory, or if a receiver or administrator is appointed over its assets. 

9.c On termination under paragraphs 8.1 or 8.2, the Customer shall pay to The COMPANY all charges which are due for the Service under this Contract, including any unpaid charges for the remainder (if any) of the Minimum Period of Service. 

9.d The Customer will remain liable to pay all charges which are due for the Service during any period in which the Customer does not comply with this Contract. 

9.e If The COMPANY waives a breach of this Contract by the Customer, that waiver is limited to that particular breach. 

9.f If The COMPANY delay in acting upon a breach is not to be regarded in itself as a waiver. 

10. TERMINATION BY NOTICE 

10.a Either party can terminate this Contract after the Minimum Period of Service (12 months) on giving 3 month's notice to the other party. 

10.b if notice is given under paragraph 9.1, the Customer shall pay all charges due for the Service up to the expiry of the notice.

10.c If The COMPANY gives notice under paragraph 9.1, The COMPANY will repay or credit the appropriate proportion of any charges paid in advance following expiry of the notice period. 

10.d Termination by notice under this paragraph 9 does not avoid any liability for Service already provided. 

11. The COMPANY LIABILITY 

11.a The COMPANY duty in performing any obligation under this Contract is only to exercise the reasonable skill and care of a competent Internet services provider. 

11.b The Customer accepts that The COMPANY is under no obligation to monitor or approve Information and Third Party Information and that The COMPANY does not examine the use to which customers put the Service. 

11.c The COMPANY excludes all liability of any kind for all material comprising information or Third Party Information and is not responsible for the provision or delivery of any goods and services (including Information) advertised, sold or otherwise made available by means of the service. 

11.d The COMPANY is not liable to the Customer either in contract, tort (including negligence) or otherwise for the acts or omissions of other providers of telecommunications or Internet services (including Internet registration authorities) or for faults in or failures of their equipment. 

11.e The COMPANY is not liable to the Customer either in contract, (including negligence) or otherwise for loss (whether direct or indirect) of profits, business or anticipated savings, or for any 
indirect or consequential loss whatever. 

11.f The COMPANY liability to the Customer either in contract, tort (including negligence) or otherwise in relation to this Contract is limited to £250 for any one incident or series of related incidents and £500 for all incidents in any period of 12 months. 

11.g Each provision of paragraph 10 limiting or excluding liability operates separately. If any part is held unreasonable or inapplicable in any circumstances the other parts shall continue to apply. 

12. INDEMNITY 

The Customer must indemnify The COMPANY against any claims or legal proceedings that anyone (other than the Customer) threatens or makes against The COMPANY because of the way the Service is used or because the Service is a liability or cannot be used. 

13. ASSIGNMENT 

Neither party may assign any rights or obligations under this Contract without the written consent of the other, save that The COMPANY may assign or transfer its rights or obligations to any The COMPANY Group Company without consent. 

14. GIVING NOTICE 

Notices given under this Contract must be in writing and delivered by hand, or sent by prepaid post or electronic mail as follows: 
14.a To The COMPANY.: to the address shown on the Registration 
Form, or any alternative address which The COMPANY notifies to the Customer at any time; 
14.b To the Customer: the address specified by the Customer when entering into this Contract, or any alternative address which the 
Customer notifies to The COMPANY at any time. 

15. MAITERS BEYOND The PARTIES' REASONABLE CONTROL 

If either The COMPANY or the Customer is unable to perform any obligation under this Contract because of a matter beyond its reasonable control such as lightning, flood, exceptionally severe weather, fire, explosion, war, civil disorder, industrial disputes (whether or not involving its employees), or acts of local or Central Government or other competent authorities, it will have no liability to the other party. 

16. SOFTWARE 

16.a Intellectual property rights in any software or documentation supplied by The COMPANY to the Customer remain the property of The COMPANY or its licensors. 
16.b The Customer agrees to comply with the terms of any agreements reasonably required by the owner of intellectual property rights in any such software or documentation relating to 
the protection of those rights. Subject to the terms of this Contract, The COMPANY grants the Customer the non-exclusive right to use 
such software or documentation in connection with the Service. 
16.c Without affecting any applicable statutory rights under the Copyright (Computer Program) Regulations 1992 the Customer must not and must not permit any other person to: 
16.c.1 disassemble, reverse engineer, de-compile or in any other way interfere with the software; 
16.c.2 copy or modify the software; or 
16.c.3 create any new software partly or wholly based on the software. 
16.d The Customer must not transfer or assign the right to use the software or attempt to do so. 

17. VARIATION OF TERMS AND CONDITIONS 

The COMPANY may change the conditions of this Contract at anytime and will give the Customer notice of such changes at least 14 days before they take effect. 

18. ENTIRE AGREEMENT 

18.a This Contract contains the whole agreement between the parties relating to its subject matter and supersedes all previous written or oral agreements relating to it. 

18.b The parties acknowledge and agree that: 
18.b.l they have not been induced to enter into this Contract by any representation, warranty or other assurance not expressly incorporated into it; and 
18.b.2 in connection with this Contract, and except in the case of fraud, their only rights and remedies in relation to any representation, warranty or other assurance shall be for breach of the terms of this Contract and that all other rights and remedies are excluded. 

19. LAW