IMAD SCOTLAND INTERNET MARKETING - SOCIAL MEDIA MANAGEMENT - WEBSITE DESIGN WEBSITE SUPPORT WEBSITE HOSTING SERVICES

Terms and conditions

BASIC TERMS - The Customer is deemed to accept all clauses within this Agreement upon the Commencement Date. The Customer agrees to be bound at all times by this Agreement, our Acceptable Use Policy, and by any other documents incorporated into this Agreement by reference herein. IMAD Scotland reserves the right to review and modify the terms and conditions of this Agreement from time to time when it sees fit to do so.

These terms and conditions form the basic structure of internet marketing services provided by IMAD Scotland to its customers. We reserve the right to amend these terms and conditions at any time however we will make the appropriate arrangements to convey important changes to customers or make them displayable on our website or by other notification avenues.



1. SERVICE
The service is for the provision of internet marketing products and services by IMAD SCOTLAND to its customers. Herewith, referred to as, THE COMPANY or Us/We.
2. DURATION OF SERVICES
The company operates a policy of no fixed contract periods. lmad Scotland or clients can terminate services at any time by providing suitable notification to the other party. There is no contract period. Either party may end this agreement without notice if the other becomes insolvent, stops trading or is wound up. We may also end this agreement without notice if you fail to meet your obligations under sections 4, 5 and 6 of this document or any other section in relation to your responsibilities.
3. WEBSITE DESIGN SERVICES
On ordering a website design service you will receive a typed invoice confirming the site cost and number of pages to be constructed with technical details. (This document will also confirm details of the monthly hosting fees and or support fees payable and the general service terms or information)
a. We will agree with you a set number of pages to be built after the signed order and on payment of a deposit. Work will not commence without a deposit normally. The initial information which you request to be used will be noted by us or confirmed by email and/or taken in physical format. Your information will make up the initial construction of the website however we will be happy to make some adaptations to webite pages (such as fonts, colours, page layout or pictures for example) after the initial balance of the site has been paid. On all design matters we reserve the right to decide on content, how much content & conclusion of the approprite amount of work.
b. 50% deposit is payable on all orders for website design/developmet. You will receive confirmation of your deposit and site order by email. We wil lnormally include documents as attachments also confirming details. We will normally specify an estimated date for the completion of work however this is flexible. Normal periods are between 4-6 weeks from the date of ordering. This is also dependant however on you providing the relevant information with regards to site details. If only a general format for website design/development is specified then the balance of your fees is payable on the specified completion date. If other information and ideas are requested we may assist and add these later after the site is set up. We reserve the right to decide on how much work we do on design/devlopment in realtion to your fees. We cannot accept a delay in information as a reason for non payment of due fees. The balance applicable must be paid on the due date and we will add further information later if required. If you have purchased a package which allows you access to the site you can also make adaptations yourself if required.
c. The full balance of the site is payable on completion of the initial set up information/requested general format.

We aim to have the initial site set up as near to your specification as possible however there is often only a general format specified by customers so further adaptations may be be made after initial payment. hWe must re-iterate that sitesfees are paid by the confirmed due date to facilitate this process.


NB. Sites usually become viewable straight away in Internet Explorer (the top address bar on the internet browser of windows software) It should be noted that it can take up to three months for domain names to become listed in the databases of search engines such as Google and Yahoo. We will try and ensure that the site can always be found in search engines via the domain name, however being found for phrases and key words can only be guaranteed by search engine submission programmes. All major companies submit their websites to search engines to ensure they are listed and can be found, Individual companies such as IMAD Scotland do not have any control over search engine organizations such as Yahoo and Google therefore submission is of paramount importance.

4. SUSPENSION OF SERVICES
We reserve the right to withdraw internet services at anytime if the agreed fees or ongoing monthly hosting/support fees become overdue. We will confirm all payments due by email before customers enter an agreement . We will normally send at least one reminder for overdue fees before withdrawing internet services. If no appropriate reply is received within 14 days we reserve the right to withdraw services without further notice. Normally we will suspend services first pending full termination. If you alter your domain/hosting settings independently during the suspension period and suffer any loss of website files or email services or any other services these are your full responsibilty.
We also reserve the right to withdraw services immediately for serious breach of our basic conditions.

5. YOUR RESPONSIBILITIES
You agree: to use the service in accordance with our terms and conditions, and the laws of the United Kingdom in relation to the service and in particular the internet.
To meet the fees agreed for services and pay by the specified dates unless relaxed by us. not to use the service to transmit any material which may be abusive, offensive, obscene, indecent, menacing, defamatory or which might cause annoyance or inconvenience or needless anxiety to anyone or to commit a fraud or other criminal activity.

6. WEBSITE DESIGN/HOSTING/WEBSITE SUPPORT PAYMENT TERMS
Website hosting and/or website support fees are payable by bank transfer to IMAD Scotland. All fees are normally payable in advance. Cancellation of services may result in a refund being due however this is subject to the state of your overall account with us. Clients accounts are per person as an amalgamation of all your services.

7. DOMAIN NAMES
If we set up a domain name for you the name will be registered to you and we will act in an administration capacity. You are the owner of the domain and are responsible for the domain. If you already have a domain and we then manage the domain as part of a service, we will only administer the domain as a support to you, the domain will be your responsibility as the owner. If you alter domain settings independently whilst we are supporting you, we cannot be held responsible for any subsequent problems.
8. LIABILITY
Website Hosting – we only display your website on the internet when providing hosting services – the actual site is your responsibilty as the owner. We cannot be held liable for any downtime or errors which occur on the internet outwith our own servers. If you alter settings on your hosting or domain independently and errors occur (including email services) which cannot accept any liabilty for actions we did not initiate.
E-commerce via the sites: IMAD Scotland accepts no responsibility for e-commerce sales and transactions via our sites. All e-commerce sites are the website owners responsibilty. E-commerce is as safe as any other method of payment however the use of this service is completely between the seller and buyer of the relevant product or service. IMAD Scotland also accepts no liability for site off-line time which may adversely affect internet sales. All of these services can be terminated at any time by us or the client by email notification and we cannot accept any liabilities for any period after you have been notified of cancellation.
9. EXTRA CHARGES We reserve the right to make admin charges for payments overdue or to pursue outstanding debts if these have accrued before the service has been ended.
10 GENERAL
You may not transfer this agreement or any rights under it without our written prior consent and arrangements. If any provision or condition of this agreement shall be invalid or enforceable, the remaining terms shall continue to apply.


KEY TERMS AND CONDITIONS FOR ONGOING WEBSITE CLIENTS WITH WEBSITE HOSTING/AND/OR WEBSITE SUPPORT:

Please note any changes you make independently to your domain names and/or hosting settings are out with our responsibility and access

Any loss of functionality for your websites, domains, hosting and/or email services as a result of these changes is your own responsibility.

Altering your domain and hosting settings away from our ser4vers terminate your services with us.

We provide support services for website hosting however websites and website files are the website owners responsibility.

If you require any assistance with website files if you have not backed these up we can provide recovery services to trace deleted files and make new copies.

There is a charge for this service.

Website basic support terms

Imad Scotland or clients can terminate services at any time by providing suitable notification to the other party. There is no fixed contract period although we may specify a timescale of provisional services - this is not a set contract period as the contract can be terminated by either party at any time.

Websites and website back up files are the website owners responsibility

We do not normally end services without suitable notification periods however services may be withdrawn immediately on serious matters, substantial payment arrears after reminders or if you alter settings on your domain or hosting independently which result in you ending your use of our services

If you alter settings and lose files or email services for example this is your responsibility and we cannot accept any liability

We can offer to help recover files however a payment will be charged for this service

In the first instance on notifying you that services will be ending we will suspend your services This allows files and settings to be retained pending agreement on full end of services or reinstatement

Should you alter settings during this suspension period without making suitable backs or alternative email and hosting arrangements the we cannot be held liable for any disruption to your websites or emails as our services terminates completely when you alter domains or hosting settings independently to another server or company for example.

For the purpose of accounting customers are treated as clients no matter how many services they have. Serious payment arrears affect all of your services.



Detailed terms and conditions. We also reserve the right to make alterations to these terms.



Clause 1 - Definition and Reference
Clause 2 - General Terms and Conditions
Clause 3 - Supply of Services
Clause 4 - Charges and Payment Terms
Clause 5 - Customer's Obligations
Clause 6 - Acceptable Use Policy
Clause 7 - Domain Name Registration and Domain Dispute Policy
Clause 8 - Refunds
Clause 9 - Confidential Information
Clause 10 - IP Address
Clause 11 - Intellectual Property
Clause 12 - Liability
Clause 13 - Cancellation Rights
Clause 14 - Data Protection
Clause 15 - Complaints
Clause 16 - Force Majeure;
Clause 17 - Termination;
Clause 18 - Effects of Termination;
Clause 19 - Notices;
Clause 20 - Assignment
Clause 21 - Third Party Rights
Clause 22 - Severability
Clause 23 - Jurisdiction



Clause 1 - Definition and Reference

Agreement

These Terms and Conditions and all documents incorporated by reference herein.
Additional Charges
Charges payable by the Customer to IMAD Scotland after the Commencement Date for: (i) any additional Services that the Customer orders, (ii) Third Party Software that we supply to the Customer upon request, or (iii) for applicable Bandwidth Surcharge Costs.
Bandwidth Surcharge Costs An extra charge payable by the Customer to us for additional data transfer volume over and above the preset limit for the applicable Services used by the Customer.
Business Days A day which is not a Saturday or Sunday or public or bank holiday in Scotland.
Charges Payment for Services ordered, inclusive of any Set-up Fees that may apply, due from the Customer to us under this Agreement, and as set out on the Website or at the time of the Order and in the Service Confirmation.
Commencement Date The date of receipt by the Customer of a Service Confirmation confirming our acceptance of the Order.
Commencement Period
The first day of the supply of Services to the Customer starting from the Commencement Date.
Computer Virus(es)
Any computer software on any computer or digital media that destroys, corrupts, alters, damages Data Material, for example worms, trojan horses, parasite virus, bomb virus, boot virus, program virus, multipartite virus, stealth virus, polymorphic virus, macros virus, subseven or any other types of virus as defined by the computer community world-wide from time to time.
Confidential Information
All information which the Parties consider confidential and/or proprietary and which the Party receiving the information acquires including, but not limited to: tangible, intangible, oral, visual, electronic, present, or future information howsoever and whensoever acquired. This includes (without limitation) information acquired by post, fax, e-mail, by text message (SMS).
Correspondence Address
2 Golfhill Quadrant Airdrie ML6 6SU.
Credit/Debit Card Any credit card or debit card issued by financial institutions which is acceptable by our payment processors paypal or bank and includes (without limitation), MasterCard, Maestro, Visa Debit and Visa cards.
Customer
The Person, Persons or business entity requesting the Services under this Agreement.
Data Material
Distinct pieces of machine readable information which can be in the form of images, text (on websites and e-mail), software, collection of software codes and scripts, and any other machine readable information used in connection with the Services by the Customer or as supplied by us.
Force Majeure Event An event or circumstance beyond the reasonable control of that Party, including (without limitation) any act of God, inclement weather, failure or shortage of power supplies, flood, drought, lightening or fire, strike, lock-out or trade dispute or labour disturbance, the act or omission of government, highway authorities or any telecommunications carrier, operator or administrator or other competent authority, the act or omission of any ISP, war, military operations, acts of terrorism or riot, delay in manufacture, production or supply by Third Parties of equipment or services.
Hosting Period
The period for which the Customer has paid for Services based on the Payment Frequency selected by the Customer.
Intellectual Property Rights
Any registered or unregistered intellectual property rights located or situated in any part of the world, including but not limited to trade secrets, trade marks, service marks, trade names, goodwill, patents, design rights, copyrights, database rights, topographical rights, know-how, moral rights, rights in inventions and ideas and rights to confidence together with any right to apply for any such intellectual property rights and the benefit of any applications for any such intellectual property rights.
Naming Authority
The official organisation or accredited registrars responsible for the registration and maintenance of domain names within TLD specific zones: Nominet for all .uk domains (http://www.nominet.org.uk.); ICANN for .com, .net, .org, .info, .name, .biz, (http://www.icann.org/); EURID for .eu (http://www.eurid.eu/); CentralNIC for .uk.com, .gb.com, .cc .tv (http://www.centralnic.uk.com/).
Network Infrastructure Our/or associates servers, computers, storage devices and media, or any other equipment it so uses on its networked LAN or WAN for providing Services to the Customer.
Order
A request made by the Customer to us for Services to be supplied subject to this Agreement.
Outstanding Charges
Payments for Services rendered owed by the Customer to us and which remain unpaid by the Customer.
Party / Parties
IMAD Scotland and/or the Customer.
Service Payments for support and or hosting The frequency of payment by the Customer to IMAD Scotland for Services rendered by IMAD Scotland to the Customer, as selected by the Customer: typically monthly, quarterly, half yearly, or yearly in advance. Payments are normally in advance. We do not operate a formal contract period for hosting/website support - the services is provided on continuing daily period - if you voluntarily end your services or terminate your services no refunds are payable for periods payment in advance. If we end your services for breach of our terms you may not be due a refund for any period paid in advance if your account is in arrears.
Service Confirmation
A service confirmation sent by us to the Customer acknowledging the Customer's Order, and which may be submitted to the Customer via e-mail, or postal letter, or any other form that is in effect at the time of Order.
Service Period
The period between the Commencement Date and the date upon which this Agreement is terminated in accordance with the provisions of this Agreement.
Services The provision of services related to internet connectivity, co-location, dedicated-server and virtual private server, shared virtual web and e-mail hosting, domain registration and any other hosting and non-hosting products and services that we may offer to the Customer from time to time.
Support Operational Hours
The operational hours under which we are available to the Customer to provide support and which are available at the following web site address:
http://www.imadscotland.co.uk
Third Party Software
All software that is identified by us as belonging to a Third Party.
Third Party
A Person who is not a party to this Agreement.
Website Our web site located at: http://www.imadscotland.co.uk

1.2 Interpretations and Reference
1.2.1
In this Agreement words denoting the singular include the plural and vice versa and words denoting any gender include all genders.
1.2.2
The words "include", "included", "includes", and "including" are to be construed without limitation.
1.2.3
The headings in this Agreement are for convenience only and shall not affect the interpretation of this Agreement.
1.2.4
"Clauses" are referenced to clauses to this Agreement.
1.2.5
"Persons" include a reference to person, individual, corporate, unincorporated association or partnership, firm, State or Agency of the State or any undertaking whether or not having separate legal personality and irrespective of the jurisdiction in or under the law of which it was incorporated or exists.
1.2.6
References to a statute, statutory instrument, regulation, order or licence is a reference to that statute, statutory instrument, regulation, order or licence as substituted, varied or re-enacted from time to time, unless the context otherwise requires.
1.27 Refernces to IMAD Scotland may be notied as We/Us.

2 General Terms and Conditions

2.1
The Customer acknowledges that the Customer has relevant experience and knowledge of the internet, its function, the various Third Party Software used for the internet, and the Services provided by IMAD Scotland in connection with these terms and conditions and that IMAD Scotland has no obligation to:
2..2
train the Customer to use any of the Services supplied by us;
2.3
treat, validate, manipulate, handle or change any Data Material which the Customer is using or intending on using with the Services supplied by us; nor
2.4
scrutinise, nor determine the suitability, usability, legality, or erroneous nature of such Data Material.
2.5
The Services provided by us under this Agreement are delivered on the internet and, as such, the Customer acknowledges that, due to the nature of the internet and any services supplied on it, these Services are neither guaranteed to be uninterrupted nor error-free.
2.6
We shall use reasonable care and skill in providing the Services to the Customer and the Customer acknowledges that the Services shall be subject to: (i) routine maintenance from time to time, and (ii) emergency maintenance when it necessitates in order to ensure consistent high performance of the Services for the Customer.
2.7
Without prejudice to IMAD Scotland's other rights and remedies, we shall not be liable for any failure to provide any Services to the Customer as a result of any breach of this Agreement by the Customer, or the Customer's employees, agents, affiliates, or sub-contractors.
2.8
Websites are the website owners full responsibiltiy - If we provide support this is in an administration capacity only. To the extent permitted by law, we shall not be liable to the Customer unless stated otherwise in this Agreement and shall have no other obligations, duties or liabilities whatsoever in contract, tort or otherwise to the Customer.

3 Supply of Services

3.1 The Customer's Services shall be activated upon the date when the Service Confirmation is sent by us to the Customer.
3.2 IMAD Scotland shall supply the Services to the Customer in accordance with this Agreement, as soon as it is reasonably practicable and with all reasonable endeavours to do so in a timely manner. IMAD Scotland shall not be liable to the Customer should it fail to meet any timescale expectation of the Customer.
3.3 We may, at the time of the Customer's Order, or from time to time and at short notice, modify, substitute, update, or change any part of its Services, including software and equipment, to the Customer as long as this does not materially affect the performance of such Services and shall use reasonable endeavours to give the Customer advance notice when reasonably practicable to do so.
3.4 This Agreement terminates when the Customer ceases payment for Services for any of our services, or otherwise in accordance with the Termination provisions at Clause 17 of this Agreement.

4 Charges and Payment Terms
4.1 All Charges quoted are exclusive of VAT unless otherwise stated.
4.2 Charges and Additional Charges for all Services are payable in full and in advance.
4.3 The customer is responsible for ensuring up-to-date contact and payment details are notified to us. Where customers fail to renew a domain name, note that seven days after a domain name expires, the nameservers will change and all services associated with that domain will cease to function until a renewal has been processed.
4.4 Upon receipt of a payment the customer will be sent a receipt from us summarising charges paid and services due under this agreement..
4.6 The Customer shall be responsible for any and all expenses incurred by us in addition to any Outstanding Charges and shall pay interest on them as appropriate.

5 Customer's Obligations
5.1 The Customer warrants that he/she shall:
5.1.1 be responsible for keeping a frequent and secure offsite back-up copy of all their Data Material used with our, in addition to any back-up services provided by us;
5.1.2 ensure that all passwords and login details for any Services received from us are kept securely and confidential, and if the Customer becomes aware of any unauthorised use or access of any Services, to promptly notify us in addition to changing any passwords to the relevant Services, if possible, and as soon as is practicable;
5.1.3 ensure that any Data Material used in conjunction with any Services are regularly: (i) tested for Computer Viruses; or (ii) updated with any security patches or any other patches to its Data Materials when necessary.
5.1.4 be liable for any damages or costs that may arise as a result of the Customer's breach of this Agreement;
5.1.5 diligently and regularly monitor its bandwidth usage if applicable, to ensure that it is not breaching the bandwidth restrictions on certain Services that we suppy, and shall be responsible for paying for any Bandwidth Surcharge Costs that may be levied in the event of breaching any such restrictions;
5.1.6 use our services for legitimate and lawful purposes only;
5.1.7 allow us access to the Customer's Data Material to check for any infringements of the Customer's obligations under this Agreement, and, when the situation necessitates, to remove or disable any such infringements from time to time;
5.1.8 allow us access to the Customer's Data Material where such Data Material is disrupting the Network Infrastructure or the Services provided to the Customer and/or other customers of our service, in order to remedy the situation, for example, by removing or disabling such Data Material;
5.1.9 act responsibly and not bring us into disrepute;
5.1.10 ensure that it complies at all times with all relevant laws and obligations, including but not limited to the Data Protection Act 1998 and any applicable licence requirements under the Communications Act 2003, and all related laws in any territory in which the Customer is situated or in which the Customer's website may be accessed or made available. IMAD Scotland shall have no liability under this Agreement for failure to comply with its obligations in any case where the Customer does not comply with any such relevant laws or obligations;
5.1.13 indemnify IMAD Scotland, its officers, partners, employees and agents, without prejudice to any other rights IMAD Scotland enjoys, against all claims, losses, liabilities, expenses, fines and penalties of whatsoever the nature may be, that are incurred, levied, presented or imposed by any relevant authority, regulatory body, individual, court of law or party as a result of a breach by the Customer of this Agreement;
5.1.14 indemnify IMAD Scotland, its officers, partners, employees and agents, without prejudice to any other rights IMAD Scotland enjoys, against all loss of revenue or value, business profits, indirect or consequential loss, costs and expenses arising from any failure by the Customer in using the Services, howsoever arising and in accordance with this Agreement.
5.1.15 For email services: customers must actively and regularly manage their SPAM mail folder, and ensure that the customer deletes frequently any emails that resides in this folder or move wanted mail to their inbox for back up. IMAD Scotland reserves the right to delete automatically, and without notice, any emails inside a Customer's SPAM mailbox that is older than a month or if large volumes of SPAM mail received by the Customer is causing disruption to our Infrastructure.

6 Acceptable Use Policy
The Customer further warrants that he/she shall not:
6.1 send, receive, download, post or otherwise use excessively large volumes of Data Material, which may disrupt the Network Infrastructure and Services provided to the Customer and to other Customers to which IMAD Scotland may supply Services, including, without limitation, common gateway interface ("cgi") scripts utilising excessive amounts of the computer central processing unit ("cpu") and hard-disk read/write functions;
6.2 send unsolicited (spam), offensive, indecent or abusive e-mails;
6.3 send e-mails for the purpose of committing fraud, phishing, or with the intention of committing a criminal offence;
6.4 use the Services in any manner to publish, link, or display unlawful material (as defined by Scottish or Uk law and publication regulations or as defined by the laws and regulations of the Customer's location, situated or resident) and any other material that are pornographic, malicious, abusive, or which encourage acts of violence or terrorism, slander, defamation, or which are in breach of IMAD Scotland's or any Third Party's Intellectual Property Rights, or which aid the distribution of Computer Viruses or warez;
6.5 send, transmit, make available, copy, retransmit, broadcast or publish (whether directly or indirectly) in whatever form any Data Material or other data, information or contractual rights, material or statement which infringes the Intellectual Property Rights or contractual or statutory rights of any Person or legal entity or the laws or statutory regulations relating to defamation, contempt, blasphemy, infringement of privacy or personal data rights and any equivalent or related laws in any territory in which they are or may be accessed or made available;

7 Domain Name Registration and Domain Name Disputes
7.1 The Customer acknowledges that, whilst IMAD Scotland shall use its reasonable endeavours to successfully register the requested domain name(s) on behalf of the Customer, IMAD Scotland shall not be obliged to accept any request to register or continue to process any registration of a domain name.
7.2 The Customer agrees that the domain name(s) requested for registration by IMAD Scotland or any other domain name which the Customer uses in association with any Services provided by IMAD Scotland shall not infringe any Third party rights or Intellectual Property Rights.
7.3 The Customer shall, at all times when using Services provided by IMAD Scotland, abide by all the terms and conditions of the respective Naming Authority.
7.4 IMAD Scotland does not accept any responsibility nor does it make any warranty that the domain name(s) requested for registration by the Customer through IMAD Scotland shall be accepted by the respective Naming Authority nor available for registration by the Customer or any other Persons for whatever reason and IMAD Scotland shall not be liable whatsoever for any costs that the Customer may incur if the request for the registration of such domain name(s) is unsuccessful.
7.5 IMAD Scotland obligations in relation to domain name registration shall be limited to forwarding the application to the relevant Naming Authority, providing reasonable administration services in relation to the application and notifying the Customer of the result of the application within a reasonable period after receipt by IMAD Scotland of the result of the application from the relevant Naming Authority.
7.6 IMAD Scotland shall not accept responsibility for any liability to any Third Party as a result of the requested registration of a domain name(s) by the Customer, or any other domain name(s) used in conjunction with any Services by the Customer, where such use or registration is in breach of any Third Party's Intellectual Property Rights.
7.7 IMAD Scotland reserves the right, at its sole discretion, to suspend, postpone or cancel any request to register a domain name(s) in the event that:
7.7.1 the Customer has materially breached this Agreement or where IMAD Scotland believes that it is the Customerís intention to breach this Agreement; or
7.7.2 there are Outstanding Charges.
7.8 The Customer acknowledges that, should any disputes arise out of the registration of any domain name(s), IMAD Scotland is acting under instruction by the Customer and therefore the Customer shall resolve any disputes in accordance with the respective Naming Authority's dispute resolution policies:
7.8.1 Nominet - http://www.nominet.org.uk/disputes/ - for all .uk domains;
7.8.2 ICANN - http://www.icann.org/udrp/ - for .com, .net .org, .info, .biz, .name, .tv, and .cc; and
7.8.3 Central NIC - http://www.centralnic.com/support/dispute - .uk.com, .uk.net, .gb.com, .gb.net, .de.com, .us.com, .eu.com.
7.8.4 MOBI domains - http://www.icann.org/udrp/udrp.htm

8 Refunds
Customers are not entitled to a refund, whether pro rata or otherwise, if they cancel this Agreement prior to the end of any service Period or there account is terminted for payment arrears or for misuse of our service..

9 Confidential Information
All Confidential Information of either Party disclosed to or discovered by the other Party as a result of the provision of the Services shall be regarded as disclosed in confidence and shall only be used in connection with the performance of the Parties' obligations under the Agreement. The Confidential Information shall not be passed on to Third Party and/or in any way be made use of at any time either during or after the termination of this Agreement, save with the prior written consent of the Party concerned or where the Confidential Information has already entered the public domain (otherwise than through the unauthorised disclosure by the other Party).

10 IP Address
10.1 The Customer has no right, title or interest in the IP address allocated to the Customer id they are using our hosting services, and any IP address so allocated is allocated as part of the Services and is not portable or otherwise transferable by the Customer in any manner whatsoever.
10.2 If an IP address is renumbered or reallocated by us we shall use reasonable endeavours to avoid any disruption to the Customer.
10.3 The Customer shall have no right, title or interest to the IP address upon termination of this Agreement, and the acquisition by the Customer of a new IP address for the website following termination of this Agreement shall be the exclusive responsibility of the Customer.

11 Intellectual Property Rights
11.1 All Intellectual Property Rights relating to the Services provided by IMAD Scotland are and shall remain vested in IMAD Scotland at all times for the Service Period and shall continue after the termination of this Agreement.
11.2 Nothing contained in this Agreement shall be construed as conferring upon the Customer any license or right, by implication, estoppel or otherwise, under copyright or any other Intellectual Property Rights.

12 Liability
12.2 The Customer agrees and acknowledges that it is fully responsible for complying with any applicable local laws when accessing the Services supplied by us, irrespective of the location or country from which the connection to the Services originates.
12.3 IMAD Scotland has the right to pursue its Customer for any Outstanding Charges or in the event of insolvency, or the passing of a resolution for the winding up of the Customer. IMAD Scotland reserves the right to pursue the receiver, liquidator, manager, administrator or administrative receiver appointed to handle all or parts of the assets of the Customer.

13 Cancellation Rights
13.1 Any Customer buying as a consumer has the unreserved right to cancel this Agreement at no cost and without any reason within seven (7) days from the date of receipt of the Service Confirmation.
13.2 The Customer may exercise the right of cancellation by notifying us in writing by email, post, or by telephone, in accordance with Clause 19.

14 Data Protection
14.1 All information, mail messages and other data stored on our computer system shall be treated as private and solely the property of the Customer at all times and shall not be duplicated, copied, reproduced or viewed publicly in any way except with express or implied permission of the Customer and/or for the purpose of the Customer's back-up services and/or providing the Customer with the Services and/or for IMAD Scotland own internal purposes.
14.2 IMAD Scotland expressly points out to the Customer that by entering into this Agreement the Customer acknowledges that once the Customer's unencrypted Data Material passes on to the internet, it is not secure and is open to unscrupulous use. We cannot accept responsibility or liability for any data or information that becomes available by such means against the wishes of the Customer and IMAD Scotland recommends the use of encryption for the transfer of sensitive data or information.
14.3 The Customer accepts that IMAD Scotland shall put its name on its mailing list for the receipt of support/service informationy. Where the Customer is a consumer, the Customer may inform us in writing at its Correspondence Address that it does not wish to receive such material.

15 Complaints
The Customer shall address any complaints concerning the provision of the Services to IMAD Scotland in writing, by post, or email, in accordance with Clause 19. In addition, the Customer may email a complaint to IMAD Scotland at info@imadscotland.co.uk

16 Force Majeure
If IMAD Scotland suffers from a Force Majeure Event it shall not be deemed to be in breach of this Agreement or otherwise liable to the Customer for any failure or delay in performance or any non-performance of any obligations under this Agreement (and the time for performance shall be extended accordingly).

17 Termination
17.1 IMAD Scotland reserves the right, without any prejudice to any Clauses within this Agreement and any other rights it is entitled to, to terminate this Agreement without any notice upon any of the following events:
17.1.1 any Charges or Additional Charges for Services supplied or any Outstanding Charges remain unpaid for more than ten (10) calendar days;
17.1.2 the Customer is in breach of any of its obligations under Clause 4 and Clause 5 of this Agreement;
17.2 Either Party may at any time terminate any Service by serving the other Party with an appropriate notification if:
17.2.1 the other Party shall become bankrupt and subject to a voluntary arrangement under Section 1 of the Insolvency Act 1986 or is unable to pay its debt under Section 123 of the Insolvency Act 1986; or
17.2.2 the other Party has ceased trading or threatens to cease trading.

18 Effects of Termination
18.2 Without any prejudice to any Clauses within this Agreement and any other rights to which IMAD Scotland is entitled, the Customer shall pay all Outstanding Charges, if any, that fall due at the time of the termination of this Agreement.
18.3 The Customer shall cease using all Services at termination and IMAD Scotland reserves the write to prevent access by changing login details to the Services without notice following termination.
18.4 IMAD Scotland reserves the right to erase, remove or delete any Data Material from its Network Infrastructure without notice and without any liability to the Customer following the termination of this Agreement and the Customer shall ensure that it has taken a full back-up copy of its Data Material prior to termination.
18.5 Following the termination of this Agreement, IMAD Scotland reserves the right to cease hosting the Customer's domain names without notice, whereupon the Customer shall become solely responsible for renewing its domain names with the relevant Naming Authority or through another host provider.
19 Notices
The Parties may serve notice on each other by email to (i) the Customer's contact email address as stated on the Order, or (ii) in the case of IMAD Scotland, to the Correspondence email Address. In the event of notice by email transmission, emails shall be deemed sent once transmitted from the relevant email server.

20 Assignment
The Customer shall not assign, transfer, sub-license or sub-contract any obligations, in part or in whole, under this Agreement to any Third Party without obtaining the prior written consent of IMAD Scotland, such consent not to be unreasonably withheld.

21 Third Party Rights
Nothing in this Agreement shall be taken as granting any rights expressly or impliedly whether contractual or statutory to persons other than IMAD Scotland and the Customer, whether by virtue of the Contracts (Rights of Third Parties) Act 1999 or otherwise.

22 Severability
In the event that any one or more of the provisions contained in this Agreement shall for any reason be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provision of this Agreement and this Agreement shall be construed as if such invalid, illegal or unenforceable provision had never been set forth herein, and the provisions of this Agreement shall be observed and the obligations herein carried out according to this Agreement's original terms.

23 Jurisdiction
This Agreement, and all disputes and claims arising out of or in connection with it, shall be governed by the laws of Scotland. The Customer irrevocably and unconditionally agrees with IMAD Scotland that the Scottish courts shall have exclusive jurisdiction over all such disputes or claims arising hereunder.