SimplyGiftAid Terms and Conditions
Table of Contents
1. Introduction
2. Glossary of Terms
3. Documents Storage
4. Service Availability
5. Payment
6. Termination
7. Indemnity
8. Limitation Of Liability
9. Revisions
10. Notices
11. Applicable Law
12. Headings
13. Entire Agreement
14. Comments and Questions
1. Introduction
Westside Consulting UK ltd including subsidiaries and
affiliates offer the Simply Gift Aid service subject to the
terms and conditions set out in these terms and conditions, the
privacy policy and any other relevant terms and
conditions, policies and notices which may be applicable to this service.
2. Glossary of Terms
We includes Westside
Consulting UK ltd -
www.simplygiftaid.co.uk -
("Website" or "Website Owner" or "we" or "us" or "our") or any party acting on
the Website Owner's implicit instructions.
You ("you", "your",
"Customer") includes the Organisation purchasing the services or any party
acting on the customer's instructions.
Server means the computer
server equipment operated by us in connection with the provision of the
Services.
Web Site means the area on
the Server allocated by us to you for use by you as a site on the Internet.
In consideration of the mutual covenants herein, the parties
agree to the following, which shall apply during the term of this agreement
3. Documents Storage
3.1 We make no
representation and give no warranty as to the accuracy or quality of information
uploaded by any organisation to the Server and we shall have no liability for
any loss or damage to any data stored on the Server.
3.2 You represent, undertake and warrant to us that you will use the
service only for lawful purposes. In particular, you represent, warrant and
undertake to us that:
3.2.1 You will not use the
Server in any manner which infringes any law or regulation or which infringes
the rights of any third party, nor will you authorise or permit any other person
to do so.
3.2.2 You will not post or
transmit:
(a) any material containing a virus or other hostile computer
program.
(b) any material which constitutes, or encourages the commission of, a criminal
offence or which infringes any patent, trade mark, design right, copyright or
any other intellectual property right or similar rights of any person which may
subsist under the laws of any jurisdiction.
3.2.3 You will not employ
programs which consume excessive system resources, including but not limited to
processor cycles and memory.
3.2.4 You will keep accurate
records of your donors and their donations at all times
3.3 You shall keep secure
any identification, password and other confidential information relating to your
account and shall notify us immediately of any known or suspected unauthorised
use of your account or breach of security, including loss, theft or unauthorised
disclosure of your password or other security information.
3.4 You shall observe the procedures which we may from time to time
prescribe and shall make no use of the Server which is detrimental to our other
customers.
4. Service Availability
4.1 We shall use our
reasonable endeavours to make available to you at all times the Server and the
Service but we shall not, in any event, be liable for interruptions of Service
or down-time of the Server.
4.2 We shall have the right to suspend the Service at any time and for
any reason, generally without notice, but if such suspension lasts or is to last
for more than 7 days you will be notified of the reason.
4.3 The Service provided to you hereunder and your account with us cannot
be transferred or used by anyone other than you. If your account is found to
have been transferred to another party, or shows other activity in breach of
this sub clause, we shall have the right to cancel the account and terminate the
Service and/or this Agreement immediately.
5. Payment
5.1 All charges payable by
you for the Service shall be in accordance with the scale of charges and rates
published from time to time by us on our web site and shall be due and payable
in advance of our service provision. We reserve the right to change pricing at
any time although all pricing is guaranteed for the period of pre payment.
5.2 Payment is due each anniversary month, quarter or year following the
date the Service were established by direct debit or cheque until closure notice
is given.
5.3 All payments must be in UK Pounds Sterling, US Dollars .
5.4 If your cheque is returned by the bank as unpaid for any reason, you
will be liable for a "returned cheque" charge of £25.00.
5.5 Without prejudice to our other rights and remedies under this
Agreement, if any sum payable is not paid on or before the due date, we shall be
entitled forthwith to suspend the provision of Services to you.
5.6 If an account goes unpaid for at least ten days, a £5.00 late payment
fee will be applied.
5.7 If an account goes unpaid for at least thirty days, the account and
its associated services are suspended. A £10.00 charge will be applied upon
account reactivation to cover administration costs.
5.8 Once an account has a suspended status, Access to files, databases
and other content is explicitly denied. All files, databases and other content
including the account itself is permanently deleted after ten days of account
suspension.
5.9 Should access to files, databases and other content be required
before they are deleted, account reactivation will be required.
6. Termination
6.1 You may terminate your
Simply Gift Aid account at any time that notice of such termination shall be
made in writing to Westside Consulting UK Ltd and all notices of termination are
effective only at the end of the monthly billing cycle during which termination
is given. No refunds will be made for sums previously paid – regardless of the
timing of the termination. All account terminations are immediate. You are
solely responsible to download, copy or otherwise preserve your information
stored on the Simply Gift Aid website before terminating your Simply Gift Aid
account.
6.2 If you break any of these terms and conditions we may suspend the
Service and/or terminate this Agreement forthwith without notice to you.
6.3 If and you go into insolvent liquidation or suffer the appointment of
an administrator or administrative receiver or enter into a voluntary
arrangement with your creditors, we shall be entitled to suspend the Service
and/or terminate this Agreement forthwith without notice to you.
6.4 No refunds will be made for Service suspended in accordance with 6.1,
6.2 and 6.3.
6.5 We reserve the right to suspend the Service and/or terminate this
Agreement at any time.
6.6 You may cancel the Service at any time.
7. Indemnity
7.1 You shall indemnify us
and keep us indemnified and hold us harmless from and against any breach by you
of these terms of business and any claim brought against us by a third party
resulting from the provision of Service by us to you and your use of the Service
without limitation, all claims, actions, proceedings, losses, liabilities,
damages, costs, expenses (including reasonable legal costs and expenses),
howsoever suffered or incurred by us in consequences of your breach or
non-observance of this Agreement.
8. Limitation Of Liability
8.1 All conditions, terms,
representations and warranties relating to the Services supplied under this
Agreement, whether imposed by statute or operation of law or otherwise, that are
not expressly stated in these terms and conditions including, without
limitation, the implied warranty of satisfactory quality and fitness for a
particular purpose are hereby excluded, subject always to subclause 8.2.
8.2 Nothing in these terms and conditions shall exclude our liability for
death or personal injury resulting from our negligence.
8.3 Our total aggregate liability to you for any claim in contract, tort,
negligence or otherwise arising out of or in connection with the provision of
the Services shall be limited to the charges paid by you in respect of the
Services which are the subject of any such claim.
8.4 In any event no claim shall be brought unless you have notified us of
the claim within one year of it arising.
8.5 In no event shall we be liable to you for any loss of business,
contracts, profits or anticipated savings or for any other indirect or
consequential or economic loss whatsoever
9. Revisions
9.1 Westside Consulting UK
Ltd reserves the right to revise, amend, or modify these Terms and Conditions,
and any of our other policies and agreements at any time and in any manner.
Notice of any revision, amendment, or modification will be posted in accordance
with our Terms and Conditions.
10. Notices
10.1 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
ancillary application forms 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 two days following the date of posting.
11. Applicable Law
11.1 This Agreement shall be
governed by and construed in accordance with English law and you hereby submit
to the non-exclusive jurisdiction of the English courts.
12. Headings
12.1 Headings are included
in this Agreement for convenience only and shall not affect the construction or
interpretation of this Agreement.
13. Entire Agreement
13.1 These terms and
conditions together with any documents expressly referred to in them, contain
the entire Agreement between us relating to the subject matter covered and
supersede any previous Agreements, arrangements, undertakings or proposals,
written or oral: between us in relation to such matters. No oral explanation or
oral information given by any party shall alter the interpretation of these
terms and conditions. In agreeing to these terms and conditions, you have not
relied on any representation other than those expressly stated in these terms
and conditions and you agree that you shall have no remedy in respect of any
misrepresentation which has not been made expressly in this Agreement.
14. Comments or Questions.
14.1 If you have any
questions, comments or concerns arising from the website, the
privacy policy or any other relevant terms and
conditions, policies and notices or the way in which we are handling your
information please contact us.