OvalTwo

Conditions of Supply of Internet Services

By entering into any agreement with OvalTwo, or by logging in and updating files you are deemed to have accepted these terms and conditions and any supporting contracts or agreements.

By hosting your website with OvalTwo you are entering into an agreement where you agree to the terms and conditions below. Any contract, verbal, written or otherwise is superseded by these conditions. In the event of any dispute the terms and conditions outlined below will take precedence over any other contract.

If you are acting on behalf of 'your' client to host their site with OvalTwo it is your responsibility to include these terms and conditions as part of any contract you have with them. By hosting your client's site with OvalTwo you are agreeing to the terms and conditions below. 

OvalTwo is a Brand of OvalTwo (hereinafter referred to as “OvalTwo”), a provider  of internet related services including Website, Emails and Website Hosting and Domain Name Management (Purchasing, Renewals, DNS etc). These conditions set out the terms under which OvalTwo will provide Services to the Client (Terms and Conditions are defined below). These Terms and Conditions should be read in conjunction with the Service Level Agreement and any supported contract. These Terms and Conditions will be supplemented from time to time by order confirmation, invoices and related paperwork or contracts and will apply to the exclusion of any other terms and conditions including any which the client may attempt to introduce. OvalTwo reserves the right to change, add, subtract on in anyway alter these Conditions without the prior consent of the the client.

To the extent that the client is defined and deemed to be a consumer (as defined by the Unfair Contract Terms Act 1977) then these Conditions will not affect the rights of a client as a consumer and will apply to the extent that applicable law allows.

Terms and Conditions

1 Definitions

In these Conditions, the following expressions will have the following meanings, unless inconsistent with the context:

“Agreement”
Any agreement between a Client and OvalTwo for the provision of any services formed by these Terms and Conditions, invoices, supporting documentations.

"Hardware"
Any equipment used by OvalTwo in the provisions of Services

“Software”
Any software (PHP, MySQL, JavaScript, HTM, JQuery), code, frameworks or suchlike used in the provision of services

“Business Day”
8 hours for each day that is not a Saturday, Sunday or public or bank holiday in England and Wales. 

“Client Materials”
Data, Images, Graphics, Videos, Photos, Logos, Designs and any other content, hardware or equipment supplied by the client.

“Client”
As defined in any agreement, contract, invoice or order confirmation.

“Conditions”
These Terms and Conditions.

“Domain Services”
Domain names registered by OvalTwo, for and on the behalf of any Client.

“Equipment”
Any hardware, cabling and/or any other equipment provided to the client by OvalTwo.

“Fees”
Any fees due as set out in any contract, agreement, invoice or otherwise. All fees will be defined and provided in the form of an invoice.

“OvalTwo”
Company name for OvalTwo.

"Intellectual Property Rights"
Any and all patents, trade marks, service marks, copyright, moral rights, rights in design, know-how, confidential information and all or any other intellectual or industrial property rights whether or not registered or capable of registration and whether subsisting in the United Kingdom or any other part of the world together with all or any goodwill relating to the same

“SLA”
The Service Level Agreement as set out in the SLA.

“Software”
Any code, software, computer application used by OvalTwo in the provision of any service hosted or provided by OvaTwo.

“Support Hours”
24 Hours / 7 days a week / 365 days a year.

“Third Party Software”
Any software not provided by OvalTwo.

“Third Party Services”
Any service provided by a third party (for example but not limited to; Google, PayPal, Facebook).

“Core Framework”
The code used in the core files of the framework used by OvalTwo to deliver any website.

2 Interpretations

2.1 Headings are used in these Terms and Conditions for convenience only and are not intended to be part of or affect the meaning or interpretation of any of the Terms and Conditions

3 Services

3.1 OvalTwo will use reasonable endeavours to provide services to the client in accordance with the SLA but will not be liable to the client where based on those reasonable endeavours, OvalTwo fails to meet any define timescales.

3.2 The client agrees to be bound by the terms and conditions of any 3rd party supplier required by OvalTwo to provide hosting services. Copies can be supplied upon request.

3.3 The client retains ownership of all data, graphics, logos and design of the website.

3.4 Any software or hardware remains the property of OvalTwo including the core engine framework used to deliver any content for any website.

3.5 Any software developed by OvalTwo by the request of The Client remains the property of OvalTwo and may be used as deemed necessary or appropriate by OvalTwo.

3.6 Terms and conditions of 3rd Party Supplies will form part of this agreement. In areas of conflict, OvalTwo Terms and Conditions and any SLA will take precedence over any other Terms and Agreements.

3.7 Only that which is covered in any initial agreement is covered or included in that agreement.

3.8 Any additional work requested by the client to develop or design outside f any agreement is charged at the current rate which can change from time to time.

3.9 Any future work will requested by the client will always be considered and discussed with the client, and quotes obtained for the work, prior to any work being carried out.

3.10 OvalTwo reserves the right to sub-contract any or all work to any supplier.

3.11 OvalTwo reserves the right at his sole discretion to use which ever hosting company deemed appropriate or suitable to provide the hosting of websites and domain names.

3.12 It is accepted by The Client that OvalTwo is an international service provider and may from time to time be in countries other than the UK, and whilst in other countries:

3.12.1 may be bound by the laws of that country;

3.12.2 will take reasonable measures to provide support;

3.12.3 where availability can not be guaranteed within 5 business days OvalTwo will notify The Client of a prolonged absence and of any additional support mechanisms put in place;

4 Fees

4.1 The initial fee covers Set up and configuration of services as defined in “Set Up and configuration”.

4.2 Unless otherwise stated the Core Engine Code, and any supporting code written and developed by OvalTwo remains the property of OvalTwo.

4.3 Monthly hosting fees covers that which is defined in the “Monthly Hosting Fees”

4.4 Initial fees are to be paid in full and are due in full once the site is declared live by OvalTwo.

4.5 Monthly hosting fees are to be paid in full and are due on the Annual Anniversary of the Live Date.

4.6 All fees must be paid by the due date on your invoice. Failure to pay the full amount by the due date will result in services being suspended. If full payment is not received within 30 days of due date your account will be cancelled. If you account is cancelled due to non-payment of fees we cannot guarantee that the backup of your site and data will be available, or if available - complete and up to date.

4.7 All deposits are non-refundable.

4.8 All 3rd party fees incurred in the provision of website hosting and emails will be payable by the client.

4.9 OvalTwo Hosting charges are subject to change from time to time. Changes to OvalTwo hosting charges will be notified 30 days in advance.

4.10 Changes to 3rd party charges will be notified to the client at the earliest possible moment and are the responsibility of the client, in full.

5 Termination

5.1 Termination by either party can be given with 30 days written notice.

5.2 Should the client terminate the contract within the first 12 months there will no refund of any fees.

5.3 Should the client terminate the contact after the 12 months any refunds due will be calculated on a pro-rata basis and any additional fees in the transfer of any services will also be due.

5.4 OvalTwo will not be responsible for any fees incurred as a result of canceling any 3rd party services.

6 Indemnity

6.1 The client agrees to indemnify OvalTwo from any and all loses arising from 3rd party suppliers failing to provide services other that those outlined in 3rd party Terms and Conditions.

6.2 The client agrees to indemnify OvalTwo from any consequential loss arising from the loss of any services provided by OvalTwo relating to the hosting of websites, emails, Domain Name Managemet.

6.3 Any successful claim by the client is limited to one times the amount of any fees paid in the preceding 12 months.

6.4 It is accepted that emails are not a guaranteed service by ISP’s.

7 Other

7.1 Changes to domain name configuration are not immediate and take time to populate through the internet.

7.2 The Client acknowledges that, given the nature of such services, OvalTwo cannot guarantee that the Services, when delivered via the internet, will be uninterrupted or error free.

7.3 The Client agrees to indemnify OvalTwo from any and all loses resulting from any kind of Malicious Attack, SPAM, Denial of Service, Hacking, Internet Virus, Trojan, Worm, or any other Internet or computer related virus that is spread via the internet, emails, transfer of files, or any computer or internet related application or mobile device.

7.4 The client will not use the Services, Ancillary Systems and/or Client System or allow them to be used for any unlawful purpose or for the publication, linking to, issue or display of any unlawful material (including any pirated software or any material which is obscene, pornographic, threatening, malicious, harmful, abusive, defamatory or which breaches the rights including Intellectual Property Rights of any third party or which is or encourages criminal acts or contains any virus, worm, trojan horse or other harmful code) whether under English law or regulation, the laws or regulations of the Client's country or any other place where the results of such purpose or the material in question can be accessed;

7.5 The client agrees to indemnify OvalTwo from all liability relating to any content posted by the client.

8 The Core Engine and Code

8.1 The core engine and any code or plugins written remain the sole property of OvalTwo. Included in your monthly hosting fee is a license fee to use the software to deliver your site. Should you chose to host your site with another provider we will supply you with the design, HTML, CSS, Images and DATA from the database. The PHP code, database structure and technologies used in this core engine, including any javascript, PHP, SQL remains the property of OvalTwo and will not be released under any circumstances.

8.2 Any code developed and written for a website will only be hosted on servers owned and managed by OvalTwo. Code will not be deployed on any other server or computer system under any circumstance.

9 Access to Systems

9.1 Access to systems, servers and any database is restricted and clients can only access their data through their own unique admin section. All other access including (but not limited to) FTP, SSH, Telnet, SQL and any other network protocol is restricted to authorised OvalTwo personnel only. Emails may be access via the username and password supplied.

9.2 You must not, under any circumstances, share you admin access with any un-authorised personnel without prior consent from OvalTwo. In the event that you share your account information with un-authorised personnel without prior consent from OvalTwo this will be considered a breach of contract,  OvalTwo reserves the right to suspend your admin access, and where necessary suspend or cancel your hosting agreement. In this event, no fees or any money paid will be refundable under any circumstances.