Terms and Conditions

Terms and conditions for using EQcms

This agreement is between EQ MEDIA Limited, a company registered in England & Wales under No. 04699398 (the Company) and you, (the Client).

Definitions 1.0

1.1 Client means person, firm or company that purchases or agrees to purchase goods or services from EQ MEDIA Limited.

1.2 Company means EQ MEDIA Limited.

1.3 Goods or Services means the item supplied by EQ MEDIA Limited as specified in the order form.

1.4 Contract means a contract for the supply of goods and services by EQ MEDIA Limited.

1.5 "The order form acknowledgement" means EQ MEDIA Limited's standard order form acknowledgement setting out the goods and/or services the subject of the contract and the payment schedule signed by an authorised signatory of EQ MEDIA Limited

2.0 Terms & Conditions

2.1 These terms and conditions herewith shall apply to all contracts for the sale and supply of goods and services by EQ MEDIA Limited to the exclusion of all other terms and conditions, which the client may purport to apply.

2.2 By completing the order form acknowledgement, orders by the mode of e-mail, website, telephone or facsimile the client will be deemed to have accepted and agreed to these terms and conditions.

2.3 Any variation of the terms and conditions shall be inapplicable unless agreed in writing by the company.

3.0 Client's Responsibilities

3.1 It is the client's obligation to ensure that they do not upload a virus to the web space provided by EQ MEDIA Limited, which could infect any EQ MEDIA Limited servers. The client must not allow a virus to enter the Internet community by allowing Internet users to download files containing viruses and knowingly or otherwise from their web space which is on a EQ MEDIA Limited server. EQ MEDIA Limited protect all sites on any server provider's servers by uploading most files by authorised EQ MEDIA Limited staff. However this is done as a service only.

3.2 It is the client's obligation to ensure that any material being uploaded to the client's Website, either by EQ MEDIA Limited or directly by the client, is not in breach of copyright. EQ MEDIA Limited accepts no responsibility for the client's actions in either uploading material to any EQ MEDIA Limited authorised web space, or to any other web space on any server on the WWW. Any service, concept, idea, design, programming, and/or "look and feel" remain the property of EQ MEDIA Limited, until settlement of any, and all, outstanding accounts with regard to that service, concept, idea, design, programming, and/or "look and feel".

3.3 The copyright licence for use of any of EQ MEDIA Limited services, concepts, ideas, designs, programmings, and/or "look and feels", once all accounts have been settled, is for the use on the Internet and the World Wide Web only. Any further use of any of EQ MEDIA Limited's services, concepts, ideas, designs, programmings, and/or "look and feels" in any other format, or media, other than the Internet and the World Wide Web, will be subject to negotiation, and any agreement will be made in writing between EQ MEDIA Limited and the client. All software and/or programming created on behalf of the client project remain the intellectual property of EQ MEDIA Limited unless agreed otherwise in writing prior to any contractual work being carried out.

3.4 The client agrees not to upload any material, which would be considered to be contrary to public decency and morality. EQ MEDIA Limited reserve the right to randomly inspect Web sites and in the event that any unauthorised material has been uploaded to that Web site, EQ MEDIA Limited reserve the right to inform the authorities and to terminate this contact forthwith. Uploaded material would expressly include pornographic, barbaric and overtly tasteless material.

3.5 The client agrees that it shall not cause or permit or in any way assist in any unauthorised publication, any dissemination of any defamatory material or any material which could be considered to be in breach of the criminal laws of England and or any other country.

3.6 The client agrees to keep secure the login name and password specified by EQ MEDIA Limited for use on its servers. In the event of the client's login name and password being used by any unauthorised person, EQ MEDIA Limited accept no responsibility and the client will be liable for additional charges arising there from.

3.7 The client is only entitled in this contract to transfer a maximum of 1 Gigabyte of data per month without incurring any additional charges. Any transfer in excess of this figure will result in a charge of £25 per 100 Megabytes or any part thereof data transferred per month. Payment is expected within 14 days. Failure to pay any excess charge will result in termination of this account, with a notice for the offending Website being posted on the World Wide Web stating the reason for termination.

3.8 If the contract is terminated for whatever reason, the client will not be entitled to a refund either pro-rata or at all of the contract price.

3.9 The client agrees not to perform any action, which will result in the reduced performance of the EQ MEDIA Limited server to the detriment of other users.

3.10 Not to commit any act whereby access is gained by the client to any information or resources of any body corporate or person, individual, partnership, government agency, national institution, charity or recognised organisation without first having obtained authority from those persons or institutions.

3.11 The client agrees not to use EQ MEDIA Limited's servers to send unsolicited or Spam e-mail to other Internet users. Failure to meet this obligation may at the total discretion of EQ MEDIA Limited, result in the termination of this contract without refund.

3.12 Not to do any act or omission, the result of which would have the effect of bringing EQ MEDIA Limited into disrepute.

4.0 Limitation of Liability

4.1 Under no circumstances whatsoever will EQ MEDIA Limited be liable for economic, indirect or consequential loss arising from delays, service interruptions or any problem experienced by the client in it's operation of its website.

4.2 EQ MEDIA Limited will not be responsible for loss occasioned by computer viruses, whether introduced by the Company's software or otherwise. v

4.3 To protect your privacy EQ MEDIA Limited will not distribute your name or e-mail address to any third party other than through your website.

4.4 EQ MEDIA Limited reserves the right to remove material deemed inappropriate from your web pages, without prior notice.

4.5 EQ MEDIA Limited shall not be held liable for any loss or damage caused by the use, misuse, unavailability or removal of services.

4.6 Whilst EQ MEDIA Limited shall expeditiously seek domain registration, the company shall not be liable in the event of the domain having been registered by some other person by the time the company seeks registration in which event a full refund will be paid to the client without any other liability on the part of the company for loss by the client.

5.0 Termination of contract by EQ MEDIA

5.1 If the client does not pay any charge when due or breaks this contract in any other way EQ MEDIA Limited can terminate this contract immediately without the requirement of prior notification.

5.2 Upon receipt of a final "last reminder of overdue invoice" any accounts unsettled by the date specified, shall become the property of EQ MEDIA Limited unconditionally.

5.3 Termination of this contract by EQ MEDIA Limited will result in the retaining by EQ MEDIA Limited of all monies received from the client who will not be entitled to a refund of monies paid.

5.4 Upon termination of this contract the client shall nevertheless remain liable for all charges due or which would have been payable under this contract.

5.5 On termination EQ MEDIA Limited may remove all materials held on EQ MEDIA Limited computers and remove all privileges entitled to the client.

5.6 EQ MEDIA Limited reserve the right to display a notice on the World Wide Web, at the clients URL i.e. on their Website, or Websites, of the reason for terminating the hosting, and/or provision of any other service.

5.7 Subject to the discretion of EQ MEDIA Limited, after termination, if EQ MEDIA Limited agrees that the client may once again be reconnected to the WWW, any reconnection will be subject to an administration charge of £100 together with any outstanding charges payable prior to the reconnection.

6.0 Termination of the contract by the client

6.1 The client may terminate the contract with EQ MEDIA Limited at any time and for any reason. Upon termination of the contract, the customer will only be entitled to utilise the software until end of the pre-paid month.

6.2 Termination of the contract by the client will result in the retaining by EQ MEDIA Limited of all monies received from the client who will not be entitled to a refund of monies paid.

7.0 Force Majeure

7.1 EQ MEDIA Limited is not liable for any breach of this contract if the breach was caused by an act of God, insurrection or civil disorder, war or military operations, national or local emergency, acts of omissions of government, highway authority or other competent authority, EQ MEDIA Limited's compliance with any statutory obligation, industrial disputes of any kind (whether or not involving EQ MEDIA Limited employees), fire, lightening, explosion, flood, subsidence, weather of exceptional severity, acts of omission of persons for whom EQ MEDIA Limited is not responsible (including in particular other telecommunication service providers), or any other cause whether similar or dissimilar outside EQ MEDIA Limited reasonable control.

8.0 Price & Payment

8.1 The client is entitled to a 48 hour free trial period in which to utilise the software and is under no obligation to purchase the service at the end of the period. Upon completion of the 48 hour free trial period the service will be automatically be suspended unless valid credit card details are provided via telephone or website.

8.2 Following the first monthly or yearly payment, the client shall be billed monthly or yearly to the credit card details held by the Company. It is the client's responsibility to ensure that the credit card details are valid at the time of payment.

8.3 Non Payment will result in the service being automatically removed from the allocated web space.

8.4 Price is exclusive of VAT, but the price will vary according to which package the client purchases.

8.5 The company reserves the right to vary the amounts payable (monthly or yearly) from time to time, however we will give you 14 days prior written notice of any such variation.

8.6 Should EQ MEDIA Limited have to issue Court proceedings pursuant to this contract, the client accepts responsibility for all EQ MEDIA Limited's legal fees and disbursements notwithstanding the value of the claim, on an indemnity basis.

8.7 Any third party costs EQ MEDIA Limited may incur due to processing the payment for the services will be payable by the client within 14 days.

8.8 Any additional costs incurred by EQ MEDIA Limited in the course of following Client instructions are payable by the client within 14 days unless agreed otherwise in writing.

9.0 Software

9.1 EQ MEDIA Limited shall grant to the Client a non-exclusive non-transferable license to load EQ MEDIA Limited's Software (which shall for the avoidance of doubt include but without limitation to the generality of the foregoing the Content Management) ("the Company's Software") onto and store and run it on appropriate equipment, to use any associated documentation in conjunction with the use of the Company's Software and to possess the media upon which the Company's Software is stored and delivered to the Customer ("use Company Software") for its internal date processing requirements only (the "Licence"). The Customer shall not permit any third party to use the Company's Software and associated documentation ("Licensed Materials") nor use the same on behalf of any third party in any way.

9.2 The Licence does not include authority to grant sub-licences of the software and shall not be deemed to extend to any programmes or materials of EQ MEDIA Limited other than the Licensed Materials unless specifically agreed in writing by EQ MEDIA Limited.

9.3 Except to the extent and in the circumstances expressly permitted by law, the Customer shall not alter, modify, adapt or translate the whole or any part of the software in any way nor permit the whole or any part of the software to be combined with or become incorporated in any other computer programmes nor de-compile, disassemble or reverse engineer the same nor attempt to do any such things. Rights to any modifications to any item of software shall belong to EQ MEDIA Limited or such other person, firm or company which has an interest in the software (and the Client shall do all things necessary to vest such rights in EQ MEDIA Limited or such person, firm or company) the Client having a Licence to use the same on the same terms as unmodified software.

9.4 The Client shall keep possession of and control over Licensed Materials provided to it and shall effect and maintain adequate security measures to safeguard Licensed Materials for access or use by any other unauthorised person.

9.5 The Client shall notify EQ MEDIA Limited immediately if it becomes aware of any unauthorised use of the whole or part of the Licensed Materials by any person. The Client permits EQ MEDIA Limited to check the use of Licensed Materials by it at reasonable times for that purpose and EQ MEDIA Limited, its employees and agents may enter the Client's premises.

9.6 Title to the Company's Software shall at times remain with EQ MEDIA Limited.

10.0 Technical support

10.1 For the duration of this Agreement EQ MEDIA Limited shall provide in respect of each of the Licensed Materials such category of technical support as is set out in the order form.

10.2 Technical support shall comprise all or any of the following:-

10.2:1 The creation or making available from time to time at the Company's sole discretion of any improved, modified or corrected version of any of the Licensed Materials issued by the Company ("New Release").

10.2:2 The device by electronic mail on the use of the Licensed Materials.

10.2:3 Advice by telephone, facsimile or post on the use of the Licensed Materials (Customers in the United Kingdom only).

10.2:4 Upon request by the Customer the diagnosis of faults in the Licensed Materials and the remote rectification of such faults by the issue of fixes in respect of the Licensed Materials and the making of any necessary consequential amendments (if any) to the programme documentation supplied by the Company ("Documentation").

10.3 The Client shall supply in writing to the Company a detailed description of any fault requiring technical support and the circumstances in which it arose forthwith upon becoming aware of the same.

10.4 Technical support shall not include the diagnosis and rectification of any faults resulting from:-

10.4:1 The improper use, operation or neglect of the Licensed Materials.

10.4:2 The modification of the Licensed Materials or their merger (in full or in part) with any other software.

10.4:3 The failure by the Customer to implement recommendations in respect of or solution to faults previously advised by the Company.

10.4:4 Any repair, adjustment, alteration or modification of the Licensed Materials by any person other than the Company without the Company's prior written consent.

10.4:5 The Customer's failure to install and use in substitution for the previous release any new release of the Licensed Materials; or these Licensed Materials for a purpose for which they were not designed.

11.0 Proper Law

11.1 This contract is to be treated as made in England according to English Law and subject to the jurisdiction of the English Courts.

12.0 Software

12.1 EQ MEDIA Limited shall grant to the Client a non-exclusive non-transferable license to use EQ MEDIA Limited's Software (which shall for the avoidance of doubt include but without limitation to the generality of the foregoing the Content Management) ("the Company's Software") on servers controlled by the Company for the purpose of providing and maintaining The Service subject to the Client meeting the payment terms of the agreement - these are detailed in the Price and Payment section of these Terms and Conditions.

12.2 The Customer shall not permit any third party to use the Company's Software and associated documentation ("Licensed Materials") nor use the same on behalf of any third party in any way.

12.3 The Licence does not include authority to grant sub-licences of the software and shall not be deemed to extend to any programmes or materials of EQ MEDIA Limited other than the Licensed Materials unless specifically agreed in writing by EQ MEDIA Limited.

12.4 Except to the extent and in the circumstances expressly permitted by law, the Customer shall not alter, modify, adapt or translate the whole or any part of the software in any way nor permit the whole or any part of the software to be combined with or become incorporated in any other computer programmes nor de-compile, disassemble or reverse engineer the same nor attempt to do any such things. Rights to any modifications to any item of software shall belong to EQ MEDIA Limited or such other person, firm or company which has an interest in the software (and the Client shall do all things necessary to vest such rights in EQ MEDIA Limited or such person, firm or company) the Client having a Licence to use the same on the same terms as unmodified software.

12.5 The Client shall keep possession of and control over Licensed Materials provided to it and shall effect and maintain adequate security measures to safeguard Licensed Materials for access or use by any other unauthorised person.

12.6 The Client shall notify EQ MEDIA Limited immediately if it becomes aware of any unauthorised use of the whole or part of the Licensed Materials by any person. The Client permits EQ MEDIA Limited to check the use of Licensed Materials by it at reasonable times for that purpose and EQ MEDIA Limited, its employees and agents may enter the Client's premises.

12.7 Title to the Company's Software shall at times remain with EQ MEDIA Limited.

13.0 Proper Law

13.1 This contract is to be treated as made in England according to English Law and subject to the jurisdiction of the English Courts.