TERMS & CONDITIONS:
Last updated 18 June 2009
NI Direct Terms and Conditions
You indicate acceptance of these terms and conditions of service by placing an order with NI Direct. These terms and conditions will not be varied for individual customers.
1 DEFINITIONS
1.1 In this Agreement the following words and expressions shall have the following meanings:
1.1.1 "Downtime" means any service interruption in the availability to visitors of the Website;
1.1.2 "intellectual property rights" means patents, trademarks, design rights, applications for any of the foregoing, copyright, topography rights, database rights, rights in know-how, trade or business names and other similar rights or obligations, whether registrable or not in any country;
1.1.3 "NI Direct" means NI Direct Web Solutions
1.1.4 "IP address" stands for internet protocol address which is the numeric address for the server;
1.1.5 "ISP" stands for internet service provider;
1.1.6 "Server" means the computer server equipment operated by NI Direct in connection with the provision of the Services;
1.1.7 "The Services" means web hosting, domain name registration, email and any other services or facilities provided by NI Direct.
1.1.8 "Spam" means sending unsolicited and/or bulk emails;
1.1.9 "virus" means a computer programme that copies itself or is copied to other storage media, including without limitation magnetic tape cassettes, memory chips, electronic cartridges, optical discs and magnetic discs, and destroys, alters or corrupts data, causes damage to the user's files or creates a nuisance or annoyance to the user and includes without limitation computer programs commonly referred to as "worms" or "Trojan horses";
1.1.10 "visitor" means a third party who has accessed the Website;
1.2 Product specifications and details may be found at www.nidirect.com.
1.3 Words denoting the singular shall include the plural and vice versa and words denoting any gender shall include all genders.
1.4 The headings of the paragraphs of this Agreement are inserted for convenience of reference only and are not intended to be part of or to affect the meaning or interpretation of this Agreement.
2 INTRODUCTION
2.1 The Customer wishes to provide NI Direct with data that will be hosted on NI Direct’s servers and made accessible via the Internet.
2.2 NI Direct provides web hosting services and has agreed to host the Customer's data upon the following terms and conditions.
3 DUTIES
3.1 NI Direct shall provide to the Customer the Services specified in their order subject to the following terms and conditions.
3.2 The Customer shall deliver to NI Direct the website and the software used in the website which is owned by the Customer, or licensed to him by a third party or NI Direct ("the Customer Software”), in a format specified by NI Direct.
4 CHARGES, PAYMENT AND MONEY-BACK GUARANTEE INCLUDING REFUNDS
4.1 Payment methods include credit cards (including MasterCard and Visa), debit cards (including Switch/Maestro) and direct debits through PayPal and may require registration to the PayPal service, we also accept these payment methods through our Google Checkout option.
4.2 NI Direct do not accept cheques, bank transfers, postal orders, cash or any other form of payment other than those outlined in 4.1 for hosting domain names but we will accept cheques, bank transfers and cash for website designs and for windows 2003 reseller accounts.
4.3 The Charges are exclusive of 17.5% VAT we are currently VAT Registered VAT REG (GB 905 7981 92).
4.4 NI Direct shall be entitled to charge interest in respect of late payment of any sum due under this Agreement, which shall accrue from the date when payment becomes due from day to day until the date of payment at a rate of 8% per annum above the base rate of the Bank of England from time to time in force.
4.5 NI Direct does not provide credit facilities unless otherwise agreed for resellers.
4.6 All payments are due on the due date for resellers and end-users, failure to do so will result in a full suspension of services after 30 days until full payment has been received or a new agreement of service is put in place. Please not that services will be terminated after a period of 60 days of non payment and it will seriously impede your ability to host with us or our partner companies again. It is in your best interests to keep your account fully up to date. Final action (Sect 28) will be put in place for unpaid accounts over reasonable overdue payment.
4.7 From time to time NI Direct may make enquiries on the Customers Company, proprietor or directors of the Customers Company with credit reference agencies. These agencies may record that a search has been made and share this information with other businesses.
4.8 NI Direct provide "Money-Back Guarantees" on certain products. Should your product qualify for this guarantee please raise a support ticket at http://www.nidirect.com within 28 days of placing your order for a refund, less any processing fees incurred from your method of payment. This guarantee excludes domain names which may not be cancelled once ordered. Customers are limited to using the money-back guarantee once. This DOES NOT apply to reseller hosting accounts.
4.9 Pro-rata refunds will not be issued for yearly services that are cancelled, suspended or terminated accounts before the end of the yearly contract.
4.10 If for any reason a refund must be issued we will process this immediately and refund this payment to you in full less any non-refundable options including domains via your payment method originally used for the original payment. Please not this can take up to 7-10 days to process depending on your original funding option and your banks/card issuers procedures.
4.11 Should your chosen payment method fail NI Direct will attempt to settle your invoice using any other payment facilities available on your account.
4.12 All services will renew until cancelled by the customer. NI Direct emails the customers primary email address prior to renewal of services, it is the customer’s responsibility to cancel services prior to renewal as no refund can be made once renewal has occurred. Customers must notify us at least 72 hours before a service is renewed if they wish to cancel that service. The cancellation process must be fully completed by you before your account is cancelled.
5 IP ADDRESSES
5.1 NI Direct shall maintain control and ownership of the IP address that is assigned to the Customer as part of the Services and reserves the right in its sole discretion to change or remove any and all IP addresses.
5.2 Where NI Direct changes or removes any IP address it shall use its reasonable endeavours to avoid any disruption to the Customer.
6 SOFTWARE LICENCE AND RIGHTS
6.1 If the Customer requires use of software owned by or licensed to NI Direct ("NI Direct's software") in order to use the Services, NI Direct grants to the Customer and its employees, agents and third party consultants and contractors, a royalty-free, world-wide, non-transferable, non-exclusive licence to use NI Direct Software in object code form only, in accordance with the terms of this Agreement. For the avoidance of doubt, this Agreement does not transfer or grant to the Customer any right, title, interest or intellectual property rights in NI Direct Software.
6.2 In relation to NI Direct's obligations under this Agreement in connection with the provision of the Services, the Customer grants to NI Direct a royalty-free, world-wide, non-exclusive licence to use the Customer Software and all text, graphics, logos, photographs, images, moving images, sound, illustrations and other material and related documentation featured, displayed or used in or in relation to the website ("the Content"). For the avoidance of doubt, this Agreement does not transfer or grant to NI Direct any right, title, interest or intellectual property rights in the Customer Software or the Content.
6.3 The Customer undertakes that he will not himself or through any third party, sell, lease, license or sublicense NI Direct Software.
6.4 NI Direct may make such copies of the Customer Content as may be necessary to perform its obligations under this Agreement, including backup copies of the Content. Upon termination or expiration of this Agreement, NI Direct shall destroy all such copies of the Content and other materials provided by the Customer as and when requested by the Customer.
7 SERVICE LEVELS AND DATA BACKUP
7.1 NI Direct shall use its reasonable endeavours to make the server and the Services available to the Customer 100% of the time but because the Services are provided by means of computer and telecommunications systems, NI Direct makes no warranties or representations that the Service will be uninterrupted or error-free and NI Direct shall not, in any event, be liable for interruptions of Service or downtime of the server.
7.2 NI Direct carries out data backups for use by NI Direct in the event of systems failure. NI Direct do not provide data restoration facilities for individual customers. Even though every effort is made to ensure data is backed up correctly NI Direct accepts no responsibility for data loss or corruption.
8 ACCEPTABLE USE POLICY
8.1 The website and use of the Services may be used for lawful purposes only and the Customer may not submit, publish or display any content that breaches any law, statute or regulation. In particular the Customer agrees not to:
8.1.1 Use the Services or the website in any way to send unsolicited commercial email or "spam", or any similar abuse of the Services;
8.1.2 Send email or any type of electronic message with the intention or result of affecting the performance of any computer facilities;
8.1.3 Publish, post, distribute or disseminate defamatory, obscene, indecent or other unlawful material or information, or any material or information which infringes any intellectual property rights (for the avoidance of doubt this includes licensed software distributed as Warez), via the Services or on the Website;
8.1.4 Threaten, abuse, disrupt or otherwise violate the rights (including rights of privacy and publicity) of others;
8.1.5 Engage in illegal or unlawful activities through the Services or via the Website;
8.1.6 Make available or upload files to the website or to the Services that the Customer knows contain a virus, worm, Trojan or corrupt data; or
8.1.7 Obtain or attempt to obtain access, through whatever means, to areas of NI Direct's network or the Services which are identified as restricted or confidential. This includes leaving your home directory whilst using SSH access to servers.
8.1.8 Operate or attempt to operate IRC bots or other permanent server processes.
8.2 The Customer has full responsibility for the content of the Website. For the avoidance of doubt, NI Direct is not obliged to monitor, and will have no liability for, the content of any communications transmitted by virtue of the Services.
8.3 If the Customer fails to comply with the Acceptable Use Policy outlined in Clause 8.1 NI Direct shall be entitled to withdraw the Services and terminate the Customer's account without notice additional administration fees may be applicable if other accounts are affected on the server.
8.3.1 Fees applicable may and will not excede £500+VAT depending on the severity of the breach of the acceptable use policy.
8.3.2 NI Direct's administration fees will be dealt with from management and will be fair and well explained before any invoice is raised for them, access to any or all site data will no longer be available before the issues are resolved.
8.3.3 NI Direct reserve the right to delete ALL site content if no resolution can be found or the site is too deeply infected with malicious scripts.
9 ALTERATIONS AND UPDATES
All alterations and updates to the website shall be made by the Customer using the online account management facility, FTP access or SSH access where available. The Customer will be issued with a user name and password in order to access the account. The Customer must take all reasonable steps to maintain the confidentiality of this user name and password. If the Customer reasonably believes that this information has become known to any unauthorised person, the Customer agrees to immediately inform NI Direct and the password will be changed.
10 WARRANTIES
10.1 The Customer warrants and represents to NI Direct that NI Direct's use of the Content or the Customer Software in accordance with this Agreement will not infringe the intellectual property rights of any third party and that the Customer has the authority to license the Content and the Customer Software to NI Direct as set out in Clause 6.2.
10.2 All conditions, terms, representations and warranties that are not expressly stated in this Agreement, whether oral or in writing or whether imposed by statute or operation of law or otherwise, including, without limitation, the implied warranty of satisfactory quality and fitness for a particular purpose are hereby excluded. In particular and without prejudice to that generality, NI Direct shall not be liable to the Customer as a result of any viruses introduced or passed on to the Customer.
11 INDEMNITY
The Customer agrees to indemnify and hold NI Direct and its employees and agents harmless from and against all liabilities, legal fees, damages, losses, costs and other expenses in relation to any claims or actions brought against NI Direct arising out of any breach by the Customer of the terms of this Agreement or other liabilities arising out of or relating to the Website.
12 LIMITATION OF LIABILITY
12.1 Nothing in these terms and conditions shall exclude or limit NI Direct's liability for death or personal injury resulting from NI Direct's negligence or that of its employees, agents or sub-contractors.
12.2 The entire liability of NI Direct to the Customer in respect of any claim whatsoever or breach of this Agreement, whether or not arising out of negligence, shall be limited to the charges paid for the Services under this Agreement in respect of which the breach has arisen.
12.3 In no event shall NI Direct be liable to the Customer for any loss of business, loss of opportunity or loss of profits or for any other indirect or consequential loss or damage whatsoever. This shall apply even where such a loss was reasonably foreseeable or NI Direct had been made aware of the possibility of the Customer incurring such a loss.
13 TERM AND TERMINATION
13.1 This Agreement will become effective on the date the service is ordered and shall continue until terminated by either party in writing of its intention to terminate the Agreement.
13.2 NI Direct shall have the right to terminate this Agreement with immediate effect by notice in writing to the Customer if the Customer fails to make any payment when it becomes due.
13.3 Either party may terminate this Agreement forthwith by notice in writing to the other if:
13.3.1 the other party commits a material breach of this Agreement and, in the case of a breach capable of being remedied, fails to remedy it within a reasonable time of being given written notice from the other party to do so; or
13.3.2 The other party commits a material breach of this Agreement which cannot be remedied under any circumstances; or
13.3.3 The other party passes a resolution for winding up (other than for the purpose of solvent amalgamation or reconstruction), or a court of competent jurisdiction makes an order to that effect; or
13.3.4 The other party ceases to carry on its business or substantially the whole of its business; or
13.3.5 The other party is declared insolvent, or convenes a meeting of or makes or proposes to make any arrangement or composition with its creditors; or a liquidator, receiver, administrative receiver, manager, trustee or similar officer is appointed over any of its assets.
13.4 Any rights to terminate this Agreement shall be without prejudice to any other accrued rights and liabilities of the parties arising in any way out of this Agreement as at the date of termination.
13.5 On termination all data held in the customer’s account will be deleted.
14 ASSIGNMENT
14.1 NI Direct may assign or otherwise transfer this Agreement at any time.
14.2 The Customer may not assign or otherwise transfer this Agreement or any part of it without NI Direct's prior written consent.
15 FORCE MAJEURE
Neither party shall be liable for any delay or failure to perform any of its obligations if the delay or failure results from events or circumstances outside its reasonable control, including but not limited to acts of God, strikes, lock outs, accidents, war, fire, the act or omission of government, highway authorities or any telecommunications carrier, operator or administration or other competent authority, the act or omission of any Internet Service Provider, or the delay or failure in manufacture, production, or supply by third parties of equipment or services, and the party shall be entitled to a reasonable extension of its obligations after notifying the other party of the nature and extent of such events.
16 SEVERANCE
If any provision of this Agreement is held invalid, illegal or unenforceable for any reason by any Court of competent jurisdiction such provision shall be severed and the remainder of the provisions hereof shall continue in full force and effect as if this Agreement had been agreed with the invalid illegal or unenforceable provision eliminated.
17 NOTICES
Any notice to be given by either party to the other may be sent by either email, fax or recorded delivery to the address of the other party as appearing in this Agreement or such other address as such party may from time to time have communicated to the other in writing, and if sent by email shall unless the contrary is proved be deemed to be received on the day it was sent or if sent by fax shall be deemed to be served on receipt of an error free transmission report, or if sent by recorded delivery shall be deemed to be served 2 days following the date of posting.
18 ENTIRE AGREEMENT
This Agreement contains the entire Agreement between the parties relating to the subject matter and supersedes any previous agreements, arrangements, undertakings or proposals, oral or written. This Agreement may be updated without notice.
19 GOVERNING LAW AND JURISDICTION
This Agreement shall be governed by and construed in accordance with the law of Northern Ireland and the parties hereby submit to the exclusive jurisdiction of the Northern Ireland Court Service.
20 DOMAIN NAME REGISTRATION
20.1 Domain names are not deemed to be successfully registered until they appear in the relevant whois database of the top level domain name registrar. In the event that a domain name is unavailable when we attempt to register it NI Direct will provide a full refund for that domain name.
20.2 Please return to the main terms and conditions area of this website to view terms and conditions for individual domain name registrars.
21 SCRIPTING
NI Direct are not responsible for customer programming issues other than ensuring that programming languages such as Perl, PHP and ASP are installed and functioning on the web hosting system.
22 PRIVACY
To protect your privacy we will not distribute your details to third parties, unless required to do so by law.
23 DATA TRANSFER
23.1 Web hosting accounts include a certain amount of data transfer, if you exceed this amount in any one month your account will be deactivated until you have upgraded to an account that has more data transfer included.
23.2 Web hosting accounts that host file distribution (including but not limited to music, video and software) are limited to a maximum data transfer of 25 GB per month for file distribution.
23.3 Web hosting accounts are prohibited from hosting adult content orientated websites, hosting banners, graphics or cgi scripts for other websites, storing pages, files or data as a repository for other websites or personal computers, giving away web space under a domain, sub domain or directory.
24 SERVER USAGES
Should your account use more than 5% of the servers processing power and as a result have a detrimental effect on other customers we will discuss with you alternative solutions for your hosting requirements.
25 EMAIL NEWSLETTER
NI Direct communicates with its customers via email and as such you agree to receive by email our regular newsletter which contains amongst other things changes to our terms and conditions, notification of major outages, updates to our products & features and special offers.
26 WEBSPACE USAGE
Unlimited web space is available for genuine web site content; content must be linked into web pages. Customers are prohibited from using the server as a file/backup repository. Customers are expected to employ good housekeeping when maintaining their account.
27 MAIL BOXES
Mail boxes not accessed for 100 days or more will be deleted from the system.
28 DEACTIVATED ACCOUNTS
When a web hosting/reseller account is deactivated/suspended, you agree that after 50 days this account may be deleted from the system without notice.
PRIVACY POLICY:
1. NI Direct is committed to protecting your privacy and maintaining the security of any personal information received from you. We strictly adhere to the requirements of data protection legislation in the UK. The purpose of this statement is to explain to you what personal information we collect and how we may use it.
2. When you order, we need to know your name, address, phone number, email address and payment details. This allows us to process and fulfil your order. You have the option to withhold personal information that is not required for the order process.
3. NI Direct offer a great value service, by using our service you agree that we will use your personal information to update you about service updates and new products/services.
4. We do not sell, rent or exchange your personal information with any third party for commercial reasons, beyond the essential requirement for credit/debit card validation during purchase.
5. We follow strict security procedures in the storage and disclosure of information which you have given us, to prevent unauthorised access in accordance with UK data protection legislation. We do not collect sensitive information about you except when you specifically knowingly provide it. In order to maintain the accuracy of our database, you can check, update or remove your personal details by accessing the "Contacts and Billing Details" section of the customer area. We use a technology called "cookies" as part of a normal business procedure to allow you to login to the NI Direct customer area. A cookie is an element of data that our customer area sends to your web browser which is then stored on your system.
6. In order to process credit/debit card transactions, the bank or card processing agency may require to verify your personal details.
7. Please note we do not store financial information. We use your information for Payment Processing only. We do not pass your information on to any third Parties for any other purpose your information is gathered and use solely for processing.
8. If you have any questions about privacy please don’t hesitate to contact us at This e-mail address is being protected from spambots. You need JavaScript enabled to view it . Or on our Sales/Technical Support number 0871 3121 311.