Standard Terms and Conditions
- Scarlet's Quote, Agreement Letter and attachments can not be varied without the signature of a Scarlet Director. The Agreement Letter with the terms form the entire agreement between Scarlet and the client.
- Scarlet will require a non-refundable deposit payment from the client before any work commences. The deposit shall be 10% of the total contract value subject to a minimum of £500. Client will pay all sums due to Scarlet within 14 days unless a shorter period is specified and time is of the essence in respect of payment of sums to Scarlet by the client.
- Scarlet Internet reserve the right to cancel any agreement prior to cleared funds in settlement of the deposit being in their bank account.
- Scarlet may require other interim payments if the contract is of sufficient size and these will be included within the contract details schedule or contract agreement letter. If such payments are required work on the project will cease if such payments become overdue. Any such additional payments will also be non-refundable.
- Where an Internet domain name is to be registered on behalf of the client whilst it may be registered in the name of the client it will only become the client's property once Scarlet has received from the client all sums due to Scarlet under any contract. This may necessitate the completion of transfer forms which will be provided by Scarlet. Any domain name will only be registered once a signed copy of the agreement has been returned and the relevant deposit payment cleared through Scarlet's bank.
- If web site hosting is to be provided this will commence on the same day as the domain name registration, or domain name transfer in the case of a domain name already having been registered by the client, is effected.
- If web site hosting is to be provided by Scarlet then such hosting is for an initial period of one year, unless specifically stated to the contrary, and is automatically renewed unless one calendar month's written notice is received by Scarlet prior to the anniversary of the commencement of hosting facilities. Proof of posting will not be accepted as proof of delivery. Current renewal fees will be published on the Scarlet web site or are available upon request.
- Scarlet reserve the right not to transfer any domain name to a new host in the month prior to the domain name's renewal date. If a domain name transfer is agreed by Scarlet within the month prior to the renewal date, Scarlet reserve the right to levy an administration fee equal to their current charge for a two year renewal of the domain name and such fee must be settled prior to the domain name transfer being effected.
- Scarlet will not be liable for any loss suffered by the client caused by the actions of any third party or for any loss suffered by the client caused by events not in Scarlet's reasonable control. Save in respect of death or personal injury caused by Scarlet's negligence, Scarlet's liability to the client arising out of Scarlet's breach of contract or negligence will be limited to the cost of the project as set out in Scarlet's Agreement Letter.
- Scarlet shall use such images and text as are provided by the client on the assumption that the client has all necessary legal permissions to use them. If this is not the case Scarlet shall in no way be liable and the client will indemnify Scarlet against any claims and the costs involved in dealing with any claim.
- If the client is unable to provide text copy in a digital format acceptable to Scarlet, Scarlet retain the right to charge for the services of a copy writer over and above the contract value. Such charges will be made at the cost incurred by Scarlet plus 15% to cover administration. Scarlet will advise the client before employing such services and the client shall have the opportunity to provide the text copy in a format acceptable to Scarlet.
- Scarlet may at their discretion publish draft versions of the web site or other design material to a sub section of their domain name scarletinternet.com or other domain names which they own in order for the client to review the project. At this stage all designs are the property of Scarlet and any copying, distribution, etc. is expressly forbidden without the prior written consent of Scarlet, such consent to be signed by a Company Director of Scarlet.
- Upon completion of the site the client shall be required to sign a satisfaction statement. A final invoice will then be issued and will be due for payment within seven days from the date of the invoice.
- Any custom programming/source code or programming for source code utilised in or developed for the production of deliverables for the client shall remain the property of Scarlet and may be used for other Scarlet projects or sold to other parties at Scarlet's discretion. Once the satisfaction letter has been signed and full payment has been received and cleared through Scarlet's bank account the front-end project deliverables as provided in Scarlet's Agreement Letter will become the property of the client. The client shall have a non-exclusive non-transferable licence to use custom programming/source code or programming for source code utilised in or for such deliverables but only in respect of operation/modification or development of the web-site or other deliverables and not for any other purpose including without limitation assignment of such licence or sub-licensing. If the project is Internet based then it will be transferred to the client's domain name and web space. If the project is of some other type then it will be handed over to the client.
- Once the satisfaction letter has been signed Scarlet shall not be liable for any claims made upon the client as a result of the web site or other material produced by Scarlet, its agents or subcontractors. The client shall not be able to make any claims on Scarlet once the satisfaction letter has been signed.
- If payment is not received by the due date set in Scarlet's invoice(s) Scarlet reserve the right to charge interest at 5% above the base rate of Barclays Bank Plc.
- Scarlet may withdraw any service or published web site if payment is not received by the due date.
- The ongoing maintenance or updating of the web site is excluded from this agreement. If Scarlet are required to maintain or update the web site then this will be covered by a supplemental agreement at an agreed rate of £60 per hour.
- Scarlet shall have the right to tag the project so as to make it clear that it is they who designed it. Where possible such tags will take the form of a hyperlink which links back to the Scarlet web site.
- Scarlet may actively promote or publicise any project that they produce for their own marketing or sales activities.
- All prices/rates will be subject to the addition of VAT at the currently prevailing rate.
- Any reference to dates for delivery/completion are estimates only and failure by Scarlet to meet any dates will not create any liability.
- This agreement shall be governed by English law and the client agrees to submit to the non-exclusive jurisdiction of the courts of England and Wales.
Hosting Terms and Conditions
Scarlet Internet Limited ("SCARLET") provides Web Site Design, Web Site Development, Web Site Maintenance, World Wide Web ("WWW") space and WWW domain name registration and maintenance services. Some services are provided through Entanet International Limited ("ENTANET") and others through Simply.com Limited ("SIMPLY"), affiliate companies of Scarlet, and throughout this agreement reference to SCARLET may include, or be replaced by, ENTANET or SIMPLY. This agreement constitutes the entire agreement ("the Agreement") between SCARLET and you and supersedes any written or oral representations, statements, understandings or agreements. By using SCARLET's services, you confirm your acceptance of and agree to be bound by this Agreement.
Agreement To Terms And Conditions
This Agreement takes effect on the date on which you first use or test Scarlet or when you pay for their services, whichever is the earliest. From time to time, it will be necessary to update the terms and conditions. We will endeavour to give you, wherever possible, 7 days notice of any change and you agree to be bound by the new terms and conditions by your use of the system after the implementation date for them.
We reserve the right to impose immediate implementation of new terms and conditions where necessary for the protection of the system. Should you find any new terms and conditions unacceptable, then you will be granted a refund of any unexpired part of your subscription and you agree that, save for this refund, you will not make any claims whatsoever for compensation in relation to the cancellation or withdrawal of your subscription.
You are responsible for reviewing regularly information posted online in the terms and conditions pages. For the avoidance of doubt, a user during any free-rental or free trial period provided by Scarlet shall be governed by this Agreement as if a full user.
Information Provided By You
You warrant that the name, address and payment information that you provide when you join SCARLET is correct and you agree to notify SCARLET of any changes in the name, address and/or payment details. You agree that SCARLET may disclose your name and address where there is any complaint about the content of your pages or in relation to goods or services advertised there. You warrant that you are at least 18 years of age and that you possess the legal right and ability to enter into this Agreement and that you will us SCARLET services in accordance with this Agreement. You agree to be responsible for the use of SCARLET services and to comply with your responsibilities and obligations as stated in this Agreement.
SCARLET will not monitor the contents of your pages. Files that you upload to your web-pages are subject to withdrawal without notice by SCARLET upon complaint about their content where SCARLET at their sole discretion deem this necessary. You warrant the accuracy, truthfulness or reliability of any information (including statements of opinion or advice) which you place on your web-pages. You warrant that you are authorised to promote any information which you do so on your web-pages (for example if you are providing financial information, that you hold any necessary authorisation required under the Financial Services Acts etc.). You agree to keep secure your SCARLET identification, password and other confidential information relating to your account. We cannot guarantee that unauthorised users or hackers will never infiltrate the system. Your data pages may not be secure against hackers and you take that risk. If you find evidence of infiltration, you must let us know and we will take steps both to try and prevent it and to notify the proper authorities You are personally responsible for the use of your account and the secrecy of your password. If you are a corporate user then the company is also responsible, together with the individual using the account. In addition, you are deemed to be logging onto the system (i.e. the authorised person for that account) when an account is logged on by using your correct account ID and password.
You must also tell us immediately if someone steals your password or if you find someone else is using your ID. We will change your password for you if this is the case.
You must also co-operate with us and the Police concerning any legal action taken arising from the misuse of your account by anyone else. You are entirely responsible for the content of your web-pages. You may not, under any circumstances, use SCARLET pages to do any of the following:
- publish, post, distribute or disseminate defamatory, infringing, obscene, indecent or other unlawful material or information;
- threaten, harass, stalk, abuse, disrupt or otherwise violate the legal rights (including rights of privacy and publicity) of others;
- engage in illegal or unlawful activities;
- make available / upload files that contain software or other material protected by intellectual property laws (or by rights of privacy or publicity) unless you own or control the rights thereto or have received all necessary consents;
- make available / upload files that contain a virus or corrupted data;
- falsify the source or origin of software or other material contained in a file that you make available on your web-pages;
- act, or fail to act, in your use of the web-pages, in a manner that is contrary to applicable law or regulation.
You are entirely responsible for any civil or criminal liability that is incurred as a result of your use of your web-pages. We undertake not to look at the content thereupon except where we have reasonable cause so to do in order to protect the continued use of the system or our reputation or we have cause to believe that our terms and conditions are being breached.
Root Access and Security on SCARLET
SCARLET reserves the right of root access on the system and it is a condition of use that you do not attempt to gain root access. Should you find or suspect that there has been a breach of network access then you are required to inform SCARLET immediately.
Advertising on SCARLET
If you advertise or offer to sell goods or services via your web-pages, you undertake to provide goods in conformity with any description and warranties made. You agree to comply with all relevant Advertising and Broadcast regulations, Consumer Credit Acts and Trades Descriptions Acts etc. If you are advertising goods in the course of a trade or business this must clearly be so stated. SCARLET reserves unconditionally and at its sole discretion the right to withdraw pages or other services in order to prevent damage (or the likelihood or threat thereof) to its system or reputation or otherwise for its security, safety or continued operation or upon legal advice. If such withdrawal occurs, then you will be deemed to have expressly authorised SCARLET to make any disclosures to the relevant authorities or other bodies that it reasonably considers necessary or appropriate.
SCARLET may terminate your subscription at any time, with or without cause, upon reasonable notice. You may also do the same. Where SCARLET terminates your subscription with cause, or you terminate your subscription, you will not be entitled to any refund of any unused part of your subscription.
Debt Collection Policy
Should SCARLET be forced to call in a debt collection company to recover monies owed to us by you or your agent, SCARLET reserves the right to levy a £100 surcharge in addition to any outstanding amount. SCARLET expressly reserves the right to terminate or suspend your subscription without prior notice should you fail to comply with these Terms and Conditions or should SCARLET deem at their sole discretion that such action is necessary or prudent in order to protect SCARLET. In such circumstances SCARLET will confirm such termination or suspension by subsequent notice. Save for any refund of unused parts of the subscription as above, you will not be entitled to any compensation whatsoever in the circumstances of termination and SCARLET will not be liable for any consequential loss whatsoever in relation to termination of your account in any circumstances.
After termination of your account, SCARLET may if they deem it applicable at their sole discretion post a redirection to any new URL should you desire this.
Use Of Information by SCARLET
SCARLET will not distribute (excepting any disclosure to the relevant authorities as above) web pages outside SCARLET without a subscriber's consent but may include information about a subscriber in promotional material and advertising and may make such information available to third parties for promotional or advertising purposes. You agree that files that you have uploaded to SCARLET may be used in such manner and for such purposes.
Payment of Charges
You agree to pay all charges for your use of SCARLET services at the prices in effect at the beginning of your subscription period or in respect of renewal subscriptions, the prices in effect on the anniversary thereof. Current charges are normally shown on our hosting page. SCARLET reserves the right to change prices or institute new charges for use of SCARLET services at any time. All changes will be posted online. Payment of your account balance is due at inception and subsequently on the anniversary thereof. Where payment is not made by the due payment date, your account may be suspended or terminated at our discretion.
In addition if SCARLET has not received notice in writing (not email) of your wish to terminate a particular service or collection of services prior to their due payment date then you will remain liable for any and all amounts that are outstanding on that due payment date. SCARLET reserve the right to withhold any services from you and to take any lawful means to recover the outstanding amounts. Any renewal subscription not required must be cancelled by notification received by Scarlet in writing at least 30 days before the subscription renewal date. If you should wish to transfer a domain name or names elsewhere, any and all outstanding charges due to Scarlet must first be settled in full before any transfer is made.
Storage & Bandwidth
Your annual subscription covers the cost of up to either 1MB or 10MB of file storage depending on your hosting plan and we reserve the right to charge for additional space used at our current rates in force at any time. SCARLET reserves the right to monitor bandwidth used and bandwidth supplied upon demand and will use best endeavours to meet any reasonable demands on the system, however SCARLET reserves the right to implement restrictions on available bandwidth in order to protect system integrity. Bandwidth will be supplied subject to connectivity from British Telecom or such other connectivity supplier as deemed appropriate by SCARLET at their sole discretion. Your subscription covers permitted bandwidth of up to 3GB per quarter or 1GB per month or 34MB per day and if your bandwidth moves outside any or all of these criteria, then SCARLET reserves the right to make additional charges in accordance with their additional bandwidth charges then in force. SCARLET will not accept liability for failures in available bandwidth which are outside normal usage or which occur due to force majeure, matters outside SCARLET control or which are not reasonably foreseeable.
Mail & Back Up Policy
SCARLET will under no circumstances monitor the content of any client mail routed via SCARLET or systems hosted by SCARLET, save under authority of law or court order or at your own request. Mail is entirely your responsibility and you are responsible for sending mail in accordance with any relevant legislation (including data protection legislation) and for sending the same in a secure manner. SCARLET will take all reasonable steps to ensure accurate and prompt routing of messages but will not accept any liability for not-receipt or mis-routing or any other failure of mail. You are reminded that sensitive mail should be sent with the use of suitable encryption procedures. SCARLET will not accept responsibility for losses of data or other information due to hardware failures and back-up of your mail facilities and web-pages is entirely your responsibility.
Exclusion of Warranties and Limitation of Liability
SCARLET and all SCARLET services are provided "as is," and SCARLET makes no express or implied representations or warranties to you regarding the usability, condition or operation thereof. SCARLET will at all times endeavour to maintain an uninterrupted and error-free service. However SCARLET make no representations or warranties regarding the services provided by them and do not warrant that use of SCARLET services will be uninterrupted or error-free, or that SCARLET services will meet any particular criteria of performance or quality.
SCARLET will at all times use endeavour to maintain and safeguard your data on its system. However SCARLET accepts no responsibility for any damage to data or the loss thereof. SCARLET expressly disclaims all implied warranties, including without limitation, warranties of merchantability, title, fitness for a particular purpose, non-infringement, compatibility, security or accuracy. Your use of SCARLET services is at your own risk. You accept full responsibility for such use and the risk of any loss resulting from your use of the system and the content of your pages. You also accept full responsibility for safeguarding your own data. Notwithstanding contrary clauses in this Agreement, in the event that SCARLET are deemed liable to you for breach of this Agreement, you agree that SCARLET's liability is limited to the amount actually paid by you for your subscription. You hereby release SCARLET from any and all obligations, liabilities and claims in excess of this limitation.
No waiver or inaction by SCARLET of any rights or remedies herein will act to prevent SCARLET acting or asserting the same or similar rights at a later time in relation to use of the system. SCARLET does not accept any responsibility whatsoever for anything posted on the system (except by one of our staff or authorised representative) and you agree by using the system that SCARLET will not be liable for any direct, indirect, special, consequential, exemplary or punitive damages or losses which are incurred in connection with the use of the system even if SCARLET has been advised of this possibility and you hereby waive any claims with respect thereto, whether based on contractual, tort or other grounds and you agree to indemnify SCARLET and hold SCARLET harmless from and against any and all reasonable claims, proceedings, damages, injuries, liabilities, losses, costs, and expenses (including reasonable legal defence and other legal costs) incurred as a result of your actions on the system or materials or information transmitted by you in connection with the system. This means that you may be liable to pay SCARLET where other callers or third parties make claims against SCARLET.
Indemnity for System Misuse
If you post a defamatory/libellous message, it is you that publish it and you that will be liable for the consequences of it. You will also be liable for and by your use of the system you agree to indemnify us for our reasonable legal costs incurred in defending any defamation or libel action caused by your page content and you agree to indemnify us for any damages which are awarded against us by a court of law or which we pay as a result of settling such an action upon legal advice. You will also be liable for and by your use of the system you agree to indemnify us for our reasonable legal costs incurred in defending any other criminal or civil action caused by your page content or use of the system and you agree to indemnify us for any fines, damages or other penalties or financial sanctions which are awarded against us or become payable by us at any time by a court of law or which we pay as a result of settling such an action upon legal advice. For the avoidance of doubt, You agree to indemnify SCARLET from and against any and all liabilities, expenses (including legal fees) and damages arising out of claims based upon or relating to the use of your web-pages, including any claim of libel, defamation, violation of rights of privacy or publicity, loss of service, non-supply, fraud, infringement of intellectual property or other rights or other claims whatsoever. SCARLET will notify you promptly of any claim for which SCARLET seeks indemnification at the currently supplied address. SCARLET will afford you the opportunity to participate in the defence of such claim, provided that your participation will not be conducted in a manner prejudicial to SCARLET's interests, as determined by SCARLET at its sole discretion.
Notices and Consents
Notices given by SCARLET to you will be given by Email or by a general posting on SCARLET's home pages, or by conventional mail. Prices quoted on-line are for guidance only. In any matter requiring SCARLET's prior consent, an authorised representative of SCARLET must give such consent in writing. Notices given by you to SCARLET may be given by email, fax or mail and will be confirmed conventional mail. Notices to SCARLET may be sent by you to SCARLET's email address given below, by fax or conventional mail and must be confirmed by conventional mail. The address for communication to SCARLET by conventional mail shall be: 6 Bridge Street, Bishops Stortford, Herts, CM23 2JY. The telephone number shall be 01279 653045. The facsimile number shall be 01279 461104. The address for email shall be firstname.lastname@example.org
Assignment of Rights
Neither party will assign this Agreement or any benefits or interests arising under this Agreement without the prior written consent of the other party.
SCARLET reserves the right to do normal system housekeeping such as creating back-ups AND does not accept any responsibility for ensuring back ups works. Your data security is your own responsibility.
If SCARLET suspects illegal activity, we may notify the authorities and reserve the right to do anything on the system that our lawyers advise us to do in the protection of the system. You acknowledge that no joint venture, partnership, employment, or agency relationship exists between you and SCARLET as a result of your use of SCARLET. You agree not to hold yourself out as a representative, agent or employee of SCARLET. You agree that SCARLET will not be liable by reason of any representation, act or omission to act by you.
SCARLET's performance under this Agreement is subject at all times to existing laws and legal process and nothing contained in this Agreement is in derogation of SCARLET's right to comply with law enforcement requests or requirements relating to a Subscribers use of SCARLET or information provided to or gathered by SCARLET with respect to such use.
If any of the provisions of this Agreement is judged to be illegal or unenforceable, the remainder shall continue in full force and the effect of the remainder will be not be deemed to be prejudiced (unless the substantive purpose of this Agreement is then frustrated, in which case either party may terminate this Agreement forthwith on written notice).
This Agreement is governed by the laws of England and Wales . You consent to the jurisdiction and venue of the Central London County Courts or the London High Court, or any other court that SCARLET may choose, in any and all disputes arising relating to this Agreement.
WARNING PLEASE NOTE THAT IF YOU BREACH THESE TERMS AND CONDITIONS, YOUR WEB PAGES MAYBE WITHDRAWN IMMEDIATELY.
All rights reserved © 2001-08
The customer must NOT use the service:
- In a way that does not comply with the conditions or any legislation or that is any way unlawful or fraudulent.
- In connection with the carrying out of a fraud or criminal offence against any persons.
- To send, encourage the receipt of, upload, download, use or re-use any material which is abusive, indecent, defamatory, obsence or menacing, or in breach of copyright, confidence, privacy or any other rights or which may contain viruses or other similar programs, or which causes overloads to the Scarlet Internet system.
- To send or procure the sending of unsolicited advertising or promotional material.
- The customer will co-operate with Scarlet Internet's reasonable requests for information regarding the customers use of the service and supply such information without delay.
- Where the customer uses the Scarlet Internet services to reach networks and services not operated by Scarlet Internet the customer will abide by the acceptable use policies or terms and conditions imposed by the operators of those networks and services.
- Our network and/or Service(s) may only be used for lawful purposes and comply with all legal requirements relating to, without limitation, defamation, copyright, trademark, software licences and any rules that are applied to you as a user when visiting a third party website, for which you are solely responsible. The law relating to Internet use is under continuous development. It is up to you to check whether you might be infringing any law or regulation, and if in any doubt you should take independent legal advice. Please remember that material that may not breach any law or regulation in the United Kingdom may breach the laws and regulations applicable in other countries, and the Service(s) does/do give you access to computer networks worldwide.
- You agree that you will not use the Service(s) for transmission of any material in breach of any law or regulation. For this purpose it will be irrelevant whether you knew of the content of the material transmitted. You agree that the Service(s) will not be used in any way for spamming, chain letters, junk mail or unsolicited distribution lists.
- You agree not to transmit through the Service(s) any unlawful, harassing, libellous, abusive, threatening, harmful, vulgar, obscene, menacing or discriminatory material of any kind, which could cause distress or is perceived to distress any user. Scarlet Internet reserves the right to access and disclose any information, data, graphics, video, sound, files and other content created by, provided by, or accessed by you in order to comply with applicable laws and lawful government requests, to operate its business properly, and to protect itself and its users.
- Scarlet Internet reserves the right in its sole discretion, but will not be obligated, to remove any content from its system. Scarlet Internet will fully co-operate with all applicable law enforcement authorities in investigating suspected lawbreakers, and reserves the right to report to such authorities any suspect activity of which we become aware.