Terms and Conditions

Website Design and Development Terms and Conditions of Sale

All services provided by A Prompt Ltd to the Customer are subject to the following terms and conditions.

1. Acceptance. All new customers accept these Terms and Conditions at the time of submission of work to A Prompt Ltd.
2. Charges. Charges for services to be provided by A Prompt Ltd are defined in the proposal that the Customer receives prior to work carried out. The proposal and client meetings will outline the interim payment schedule (if applicable) regarding this project. A Prompt Ltd reserves the right to change the rates for ongoing maintenance services with thirty (30) days advance notification to the Customer. Payment for services is due by cheque, postal order, credit/debit card or cash and should be remitted to A Prompt Ltd, Hartham Park, Corsham, Wiltshire, SN14 0RP.
3. Customer Review. A Prompt Ltd will provide the Customer with an opportunity to review a hard or soft copy mock-up sample web page prior to web site construction. Once approved by the customer, the construction of the web site will begin and the client will be offered the opportunity to privately review and make minor content changes to the web site prior to the site going live. This private preview is carried out via the A Prompt testing server or loaded within clients hosting. Once the Customer has approved the final preview all outstanding payments become due. Once these payments have been made the web site will be made live and accessible to all users of the World Wide Web.
4. Turnaround Time. A Prompt Ltd will install and publicly post the Customer's Web site by the date specified in a project proposal, unless the Customer specifically requests a delay or within 15 days of placing the order, either written or verbal, which ever is the soonest.
5. Payment. Invoices will be provided by A Prompt Ltd for payment in advance or interim payment, if applicable and upon completion of the work for Web site design services, copy creating, photography, logo creation and other design essential services. Invoices are due upon receipt. Accounts that remain unpaid thirty (30) days after the date of the invoice will be assessed a service charge in the amount of twenty percent (20%) per month of the total amount due. The web site remains the property of A Prompt Ltd until such time that all accounts are paid in full.
6. Default. A Prompt Ltd will not upload and make live any new website until all outstanding invoices have been paid. Accounts that remain unpaid thirty (30) days after the date of the invoice will be assessed a service charge in the amount of twenty percent (20%) per month of the total amount due. The web site remains the property of A Prompt Ltd until such time that all accounts are paid in full. Accounts unpaid thirty (30) days after the date of invoice for existing websites will be considered in default. If a Customer is in default A Prompt Ltd will, at its discretion, remove all files, scripts, email accounts and images from its Web space and therefore prevent the web site from being viewed. Removal of such material does not relieve the Customer of the obligation to pay any outstanding charges assessed to the Customer's account. Cheques returned for insufficient funds will be assessed a return charge of £35.00 and the Customer's account will immediately be considered to be in default until full payment is received. Customers with accounts in default agree to pay A Prompt Ltd reasonable expenses, including an administration fee of £125.00 for re-loading the website if applicable, legal fees and costs for collection by third-party agencies, incurred by A Prompt Ltd in enforcing these Terms and Conditions.
7. Termination. Termination of services by the Customer must be requested in a written notice and will be effective on receipt of such notice. E-mail or telephone requests for termination of services will not be honoured until and unless confirmed in writing. The Customer will be invoiced for design work completed to the date of first notice of cancellation for payment in full within thirty (30) days.
8. Legal Restrictions. A Prompt Ltd's services may be used for lawful purposes only. Submission, transmission, or maintenance of any information or materials in violation of any legal statutes and/or regulations is prohibited. This includes, but is not limited to, material legally judged to be threatening or obscene. A Prompt Ltd reserves the right to refuse service to the Customer without providing reason or cause.
9. Copyright. Customers retains the copyright to data, files and graphic logos provided by the Customer, and grants A Prompt Ltd the rights to publish and use such material. Custom artwork and graphic logos designed by A Prompt Ltd for use in the Customer's Web presentation will remain the property of A Prompt Ltd; at its discretion, A Prompt Ltd will grant the Customer rights to use such material in formats other than Web presentations. A separate agreement must be entered into, in the event that the Customer wishes to obtain all rights for custom artwork or graphic logos designed by A Prompt Ltd. The Customer must obtain permission and rights to use any information or files that are copyrighted by a third party. The Customer is further responsible for granting A Prompt Ltd permission and rights for use of the same and agrees to indemnify and hold harmless A Prompt Ltd from any and all claims resulting from the Customer's negligence or inability to obtain proper copyright permissions. Every contract for Web site design and/or placement shall be regarded as a guarantee by the Customer to A Prompt Ltd that all such permissions and authorities have been obtained. Evidence of permissions and authorities may be requested.
10. Standard Media Delivery. Unless otherwise specified in the project proposal and/or client meeting, this Agreement assumes that all text will be provided by the Customer in electronic format (ASCII text files delivered on floppy disk, CD-ROM or via e-mail or FTP) and that all photographs and other graphics will be provided physically in high quality print suitable for scanning or electronically in .gif, .jpeg or. tiff format. Additional expenses may be incurred and will be invoiced accordingly for corrective work, conversion of media or outside facility charges. Although every reasonable attempt shall be made by A Prompt Ltd to return to the Customer any images or printed material provided for use in creation of the Customer's Web site, such return cannot be guaranteed.
11. Design Credit. A link to A Prompt Ltd will appear in either small type or by a small graphic at the bottom of the primary "home" page of the Customer's Web site. If a graphic is used, it will be designed to fit in with the overall site design.
12. Access Requirements. If the Customer's Web site is to be installed on a third-party server, A Prompt Ltd must be granted temporary read/write access to the Customer's storage directories, and those directories must be accessible via FTP. Depending on the specific nature of the project, other resources might also need to be configured on the server.
13. Right To Pull. By agreeing to this Agreement, the Customer agrees to give A Prompt Ltd "on demand" access to the Customer's installed Web site, and further agrees that A Prompt Ltd shall have the right to remove that site from public posting for failure to adhere to the terms of this Agreement, including violation of any licensing agreements or failure to pay fees duly assessed.
14. Post-Placement Alterations. A Prompt Ltd cannot accept responsibility for any alterations caused by a third party occurring to the Customer's pages once installed. Such alterations include, but are not limited to additions, modifications, or deletions.
15. Search Engine Submission. A Prompt Ltd's will, for free, submit the Customers web site to 19 major Search Engines and Directory's worldwide. A Prompt Ltd cannot, however, accept responsibility or liability for Customers web site not being listed or ranked by the Search Engines.
16. Indemnity. The Customer agrees to indemnify and hold harmless A Prompt Ltd from any and all claims resulting from the Customer's use of A Prompt Ltd's services, which cause damage to the Customer or a third party.
17. Disclaimer. A Prompt Ltd makes no warranties of any kind, whether express or implied, for the services it provides. A Prompt Ltd also disclaims any warranty of merchantability or fitness for a particular purpose. A Prompt Ltd will not be responsible for any direct, indirect or consequential damages, which may result from the use of its services including loss of data resulting from delays, non-delivery or interruption in service. The Customer acknowledges and agrees that A Prompt Ltd cannot guarantee the absence of service interruptions caused by Acts of God or other circumstances beyond its control.
18. General. These Terms and Conditions supersede all previous representations, understandings or agreements and shall prevail notwithstanding any variance with terms and conditions of any order submitted, save only for any exceptions specifically outlined in the project proposal. The Customer's signature on project orders constitutes agreement to and acceptance of these Terms and Conditions. A Prompt Ltd reserves the right to change the terms and conditions of the acceptance of future orders for authoring and placement of the Customer's pages.
19. Governing Law. This Agreement shall be governed by the laws of the England and the United Kingdom, which shall claim venue and jurisdiction for any legal motion or claim arising from this Agreement. This Agreement is void where prohibited by law. I have read and understood the Terms and Conditions for services provided by A Prompt Ltd, and agree to abide by them.

[back to top]

Website Hosting Terms and Conditions of Service

1. Server use
   1. A Prompt reserves the right to refuse service and/or access to its servers and/or services to anyone.
   2. A Prompt does not allow any of the following content to be stored on its servers:
      1. Adult material - includes all pornography, erotic images, or otherwise lewd or obscene content.
      2. Excessive download content or non-linked content.
   3. Refusal of service based on content matching either of these two criteria is entirely at the discretion of A Prompt.
   4. A Prompt reserves the right to move your data to a different server with no previous notice.
2. Support
   1. We will endeavor to provide a continuous high quality service. If you experience problems with your service, you should consult our support section. Should you fail to find a resolution to our problem in our FAQ's then you will find our support enquiry form and contact details within our support section.
   2. Please note we may require suspension of some of our services for short scheduled periods to carry out maintenance or repair to our services.
3. Bandwidth usage
   1. A Prompt offers a high bandwidth use policy by maintaining very large ratios of bandwidth per customer. In rare cases, A Prompt may find a customer to be using server resources to such an extent that he or she may jeopardize service performance and resources for other customers. In such instances, at at A Prompts' discretion, A Prompt reserves the right to impose the High Resource User Policy for the consideration of all customers.
4. Database Usage
   1. If you exceed the limits on your database storage (MS SQL and MySQL) then we will automatically charge you for the additional space you use at our current prices. For example if you have a 150MB database and 200MB is in use at any point during a month then we will charge for the extra 50MB in that month.
5. High Resource User Policy
   1. Resources are defined as bandwidth, processor utilization or disk space.
   2. A Prompt may implement the following policy to its sole discretion: When the resources utilised by a customer in using a service are abnormally high, A Prompt reserves the right to suspend that service immediately. This policy is only implemented in extreme circumstances and is intended to prevent the misuse of our services. Customers may be offered an option whereby A Prompt continues supplying the service under a reduced usage criteria specified by A Prompt. Failure to comply with such measures may result in your service being terminated.
6. Uploads via scripting languages
   1. We limit uploads made via scripting languages to 20MB per file.
7. Cancellation and refunds
   1. A Prompt reserves the right to cancel the service at any time. In this event customers will be entitled to a pro rata refund based upon the remaining period of membership. If a customer contravenes A Prompts' terms of service a refund will not be issued in the event of a cancellation.
   2. Customers may cancel their account at any time by giving written notice to A Prompt.
   3. Fees charged on a prepay basis are non-refundable. In addition some accounts incur set-up fees, these charges are also non-refundable.
8. Use of an Email Account
   1. If A Prompt identify a mailbox or domain that is causing problems; we will either remove the offending mailboxes or change their settings to resolve the issue. In extreme cases, we will disable email or suspend all services to the domain as appropriate.
   2. The following are details of what is not allowed by A Prompt and our spam/ illicit material policies:
      1. To send messages or communications, which are unsolicited, offensive, abusive, indecent or obscene.
      2. To send messages causing annoyance, inconvenience or anxiety to another user of the Internet.
      3. To send messages for the purpose of Fraud and /or with the intention of committing a criminal offence.
9. Email retrieval and timescale
   1. A Prompts ' policy on maintaining stable data-transfer levels includes a deletion process for email that has not been downloaded locally within 90 days of receipt (this process does not apply to Microsoft Exchange mailboxes)
   2. It is the mailbox owner's responsibility to ensure his/her received email is retrieved and saved locally where necessary to ensure that important correspondence is not lost.
   3. A Prompt cannot be held responsible for lost items that have exceeded this 90 day limit.
10. Indemnification
    1. Customer agrees that it shall defend, indemnify, save and hold A Prompt harmless from any and all demands, liabilities, losses, costs and claims, including reasonable attorney's fees asserted against A Prompt, its agents, its customers, officers and employees, that may arise or result from any service provided or performed or agreed to be performed or any product sold by customer, its agents, employees or assigns. Customer agrees to defend, indemnify and hold harmless A Prompt against liabilities arising out of; (1) any injury to person or property caused by any products sold or otherwise distributed in connection with A Prompts' server; (2) any material supplied by customer infringing or allegedly infringing on the proprietary rights of a third party; (3) copyright infringement and (4) any defective products sold to customer from A Prompts' server.
11. Disclaimer
    1. A Prompt will not be responsible for any damages your business may suffer. A Prompt makes no warranties of any kind, expressed or implied for services we provide. A Prompt does not back up your data/website and whilst every attempt would be made in the unlikely event of any corruption or hardware failure, A Prompt cannot guarantee to be able to replace lost data. A Prompt disclaims any warranty or merchantability or fitness for a particular purpose. This includes loss of data resulting from delays, nondeliveries, wrong delivery, and any and all service interruptions caused by A Prompt and its employees. A Prompt reserves the right to revise its policies at any time.

[back to top]

Domain Name Registration Terms and Conditions of Service

The following terms and conditions apply to the domain registration service:

1. Governing Bodies
   1. A Prompt use a domain name registrar that has been granted the right to provide Internet domain registration services for second-level domain names within the .com, .org, .net, .co.uk, .mobi, .eu, .org.uk, .ltd.uk and .plc.uk top-level domains.
   2. ICANN oversees the .com, .org, .mobi and .net top-level domains. Nominet oversees the .co.uk, .org.uk, .ltd.uk and .plc.uk top-level domains. EURID oversees the .eu top-level domain.
   3. Upon A Prompts' receipt of domain name registration information from you, A Prompts shall submit the information to the registry administrator for the appropriate top-level domain for approval and processing. The registry administrator then puts into effect the domain name registration. Network Solutions, Inc. currently acts as the registry administrator for the .com, .mobi, .org, and .net top-level domains. Nominet UK acts as the registry administrator for the .co.uk, .org.uk, .ltd.uk and .plc.uk top-level domains. EURID acts as the registry administrator for the .eu top-level domain.
2. SELECTION OF A DOMAIN NAME.
   1. You represent that, to the best of the your knowledge and belief, neither this registration of a domain name nor the manner in which it is directly or indirectly to be used infringes upon the legal rights of a third party and, further, that the domain name is not being registered for nor shall it at any time whatsoever be used for any unlawful purpose whatsoever.
   2. If you are registering your name during the finite period of time when owners of trademarks and service marks issued prior to October 2, 2000 and having national effect will have the exclusive opportunity to register identical domain names ("Sunrise Period"). You acknowledge and agree that registrations for domain names during the Sunrise Period will only be accepted for a minimum registration term of five (5) years.
   3. By registering or renewing a .uk top-level domain and agreeing to these terms & conditions, you agree that you have read and agree to the terms & conditions of Nominet, If you are registering the domain for a third party, you agree that they have read and agree to the Nominet T&C's as well.
3. FEES
   1. As consideration for A Prompt providing domain name registration services to you, you agree to pay A Prompt, prior to the approval of the desired domain name registration, the amounts set forth in the A Prompt Price Schedule, as amended from time to time, for the initial registration of the domain name and any subsequent renewals.
   2. Your application will not be registered until A Prompt receives actual payment of the registration fee. If A Prompt does register a domain name prior to payment of the registration fee, A Prompt reserves the right to cancel that registration or restrict use of the domain name until payment has been received.
   3. All fees must be prepaid and are non-refundable, in whole or in part, even if the domain name registration is suspended, cancelled or transferred prior to the end of the registration term.
   4. In the event of a charge back by a credit card company or other payment provider authorized by A Prompt, the domain name registration shall be transferred to A Prompt as the paying entity for the registration. A Prompt may reinstate your domain name registration at its sole discretion upon its receipt of the registration or renewal fee and its then current reinstatement fee. The reinstatement fee is currently UK £100. Payment must be made by credit card or other methods we indicate in registration application or renewal form.
   5. We reserve the right to make an administration charge of £10 per domain where customers have attempted to register a domain name with multiple registrars.
4. TERM
   1. This Agreement shall remain in full force during the length of the term of your domain name registration(s) as selected, recorded, and paid for upon registration of the domain name. Should you choose to renew or otherwise lengthen the term of your domain name registration, then the term of this Registration Agreement shall be extended accordingly. Should the domain name be transferred to another Registrar, the terms and conditions of this contract shall cease.
   2. To ensure your domains are not lost we operate a positive renewal system on all our domains - you will be notified in advance that your domain is about to expire and given the option to opt out of the renewal, if for any reason you do not contact us, then we will ensure your registration continues and automatically renew your domain. This is not refundable and it is your responsibility to ensure valid contact and payment details are on your account at all times - failure can lead to suspension.
   3. A Prompts' domain renewal process is automated and we confirm all domain renewals by email or letter. However, it is your responsibility to check that your renewal has been successful within one month of the renewal date. For .uk domains you can do this using Nominet's WhoIs search, and for all other domains we recommend using the Tucows website domain lookup facility.
5. DOMAIN NAME REGISTRATION INFORMATION AND ITS USE
   1. Information you are required to Submit
      As part of the registration process, you are required to submit to A Prompt and keep updated the following information in connection with your application for domain name registration:
      1. the domain name to be registered;
      2. the domain name holder's name and mailing address;
      3. the name, mailing address, email address, telephone number, and fax number of the administrative contact for the domain name;
      4. the name, mailing address, email address, telephone number and fax number of the billing contact for the domain name.
      5. You shall provide and maintain updated information at all times with A Prompt. A Prompt at its discretion may refuse to renew any registrations unless you maintain current and updated information at all times.
      6. A Prompt may from time to time request additional information from you. While not obligated to provide the additional information, you should provide the additional requested information to ensure that you will obtain all the products and services which A Prompt makes available to domain name registrants.
   2. Additional Information Maintained about your Registration
      In Addition to the information you provide, we maintain additional information relating to your domain name registration, including:
      1. the original creation date of the registration;
      2. the date and time the registration application was submitted to us and the appropriate registry;
      3. communications constituting registration orders, modifications, or terminations and related correspondence;
      4. records of account for your domain name registration, including dates and amounts of all payments and refunds;
      5. the IP names and address of the primary name servers and any secondary name servers;
      6. the name, mailing address, email address, telephone number, and fax number of the technical contact for the domain name;
      7. the name, mailing address, email address, telephone number, and fax number of the domain registrant for the domain name;
      8. the expiration date of the registration;
      9. other information regarding all other activity regarding your domain name registration and related services.
   3. Obligations Relating to Data Provided by You
      If in registering a domain name you provide information about a third party, you hereby represent that you have provided notice to and have obtained the express consent from the third party to the disclosure and use of the third party's information as set forth in this Agreement.
   4. Disclosure and Use of Registration Information
      You agree to authorize A Prompt and it's agents to provide any information to ICANN, the registry administrators and to other third parties as ICANN and applicable laws may require or permit. You acknowledge and agree A Prompt and it's agents may make publicly available, some or all of the domain registration information provided by you, for purposes of inspection such as through WHOIS service or for any purpose as required or permitted by ICANN and applicable laws.
      
      In addition, you acknowledge that ICANN may establish guidelines, limits and requirements that relate to the amount and type of information that A Prompt and it's agents may or must make available to the public or to private entities, and the manner in which such information is made available.
      
      You hereby consent to any and all such disclosures and use of, and guidelines, limits and restrictions on disclosure or use of information and updated from time to time provide in connection with registration of a domain name, whether during or after term of the registration of the domain name. You hereby irrevocably waive any and claims and causes of action you may have arising from such disclosure or use of the domain name registration information.
      
      You may access your domain name registration information in A Prompt's possession to review, modify or update such information, by accessing our customer control panel, available at our website at www.aprompt.co.uk.
      
      We will not process any data about any identification natural person that we obtain from you in a way incompatible with the purpose and limitations described in this Agreement. We will take reasonable precautions to protect the information we obtain from you from our loss, misuse, unauthorized access or disclosure, alteration or destruction of that information.
6. TRANSFER OF OWNERSHIP
   The person named as administrative contact at the time the user name and password are secured shall be the owner of the domain name. You agree that prior to transferring ownership of your domain name to another person (the Transferee") you shall require the Transferee to agree in writing to be bound by all the terms and conditions of this Agreement. Your domain name will not be transferred until we receive such written assurances or other reasonable assurance that the Transferee has been bound by the contractual terms of this Agreement (such reasonable assurance as determined by us in our sole discretion). If the Transferee fails to be bound in a reasonable fashion (as determine by us in our sole discretion) to the terms and conditions in this Agreement, any such transfer will be null and void.
7. AGENTS AND LICENSES
   You agree that in the event you register a domain name for another entity, you represent that you have the authority to bind that entity as a principal to all terms and conditions contained in this Agreement.
   You acknowledge and agree that if you license the use of your registered domain name to a third party, you remain the domain name holder of record and remain responsible for all obligations under this Agreement, including payment obligations, and providing and updating your full contact information, and accurate technical, administrative, billing, and zone contact information adequate to facilitate timely Resolution of any problems that arise in connection with domain name and domain registration.
   In any circumstance where you are registering a domain for a third party, you agree that you must (in advance):
   1. Make your customers aware of the charges associated with domain name registration, renewal and maintenance.
   2. Give details of the domain name related services you provide, which are relevant to this customer, information on how to invoke the service, any charges payable and how long you take to carry out the service.
   3. Make your customers aware of changes to your charges.
   4. Detail the method, availability and cost of customer service provided.
   5. Act quickly after getting a request from your registrant to take some action for them;
   6. Update their details soon after you know that the current ones are out of date or wrong.
8. Registrant Data
   You must not knowingly provide poor quality Registrant data. If you find out that a Registrant has provided poor quality data you should attempt to correct the data.
   
   Consumers are currently allowed to opt-out of providing their postal address on the WHOIS. You should take reasonable steps to ensure the opt-out is used correctly and not set this field to default to opt-out unless you can show that all your Registrants are consumers.
   
   If you receive a request to register a domain name for a customer you must register the domain name in your customer's name.You may only register the domain name in your or your organisation's name with the explicit prior written consent of your customer.
   
   You agree that if you register a domain on behalf of a third party, A Prompt can pass on the contact details of that third party to the Registry Administrator if required to do so by the Registry.
9. LIMITATION OF LIABILITY
   You agree that A Prompt shall, under no circumstances, be liable for any special, indirect, incidental, punitive, exemplary, or consequential damages resulting from loss of profits, arising out of or in connection with this Agreement, even if A Prompt has been advised of the possibility of such damages, and in particular A Prompt will not be liable for the following:
   1. suspension or loss of your domain registration;
   2. use of your domain name registration;
   3. interruption of your business;
   4. access delays or interruptions to any web sites accessed by your registered domain name;
   5. non-delivery, mis-delivery, corruption, destruction, or modification of data;
   6. events beyond the reasonable control of A Prompt;
   7. processing of an application for domain name registration;
   8. application of the Dispute Policy.
10. A Prompt shall not, under any circumstances, be liable or responsible for any errors, omissions or other actions by the registry administrator arising out of or related to your application, receipt of, or failure to receive a domain name registration.
11. A Prompt's maximum aggregate liability shall not exceed the greater of:
    1. the total amount paid by you for registration of the domain name;
    2. £50.00 (UK Pounds).
12. INDEMNIFICATION OF A Prompt
    1. You agree to defend, indemnify and hold harmless A Prompt and the registry administrator, including our and its employees, directors, officers, representatives, agents and affiliates, from and against any claim, action, suit, demand, loss, damages, costs ( including reasonable legal fees, expert witness fees and expenses), or other proceeding related to or arising out of the registration or use of the domain name.
13. REPRESENTATIONS AND WARRANTIES
    1. You represent and warrant that: (a) all information provided in connection with your domain name registration is accurate; and (b) neither the registration of the domain name nor the manner in which it is directly or indirectly used infringes the legal rights of a third party.
    2. You acknowledge and agree that all domain name registration services provided to you by A Prompt are provided on an "as is" basis. A Prompt makes no representations or warranties of any kind, express or implied, in connection with this Agreement or its domain name registrations services, including but not limited to warranties of merchantability or fitness for a particular purpose. A Prompt makes no representation or warranties of any kind that registrations or use of domain name under this Agreement will immunize you from challenges to the domain name registration or from suspension, cancellation, or transfer of the domain name to you.
14. BREACH AND REVOCATION
    1. A Prompt reserves the right to suspend, cancel, transfer or modify your domain name registration in the event that:
    2. you materially breach this Agreement;
    3. you use your registered domain name to send unsolicited commercial advertisements in contravention of applicable laws or customary acceptable usage policies of the Internet;
    4. you use your domain name in connection with unlawful activity;
    5. grounds arise for such suspension, cancellation, transfer or other modification as provided in this Agreement;
    6. you use your domain name in connection with material that is slanderous to A Prompt or other associated companies.
    7. You further acknowledge and agree that your domain name registration is subject to suspension, cancellation or transfer by any ICANN procedure, by any registrar (including A Prompt or it's agents) or registry administrator procedures approved by an ICANN-adopted policy, or by any other country code top-level domain registry administering procedures to correct mistakes by A Prompt and it's agents, another registrar or the registry administrator in administering the name or for the resolution of disputes concerning the domain name.
    8. You also agree that A Prompt shall have the right in its sole discretion to suspend, cancel, transfer or otherwise modify a domain name registration upon seven (7) calendar days prior written notice, or at such time as A Prompt receives a properly authenticated order from a court of competent jurisdiction, or arbitration award, requiring the suspension, cancellation transfer or modification of the domain name registration.
    9. You acknowledge and agree that:
       1. providing inaccurate information;
       2. failing to update information promptly;
    10. failing to respond to A Prompt's inquiries concerning the acuracy of contact details within fifteen (15) calendar days of request; shall constitute a material breach of this Agreement and will be sufficient basis for cancellation of your domain name registration.
15. OTHER TERMS AND CONDITIONS
    1. Force Majeure. A Prompt shall not be responsible for any failure to provide any service or perform any obligation because of any act of God, strike, work stoppage, governmental acts or directives, war, riot or civil commotion, equipment or facilities shortages which are being experienced by providers of telecommunication services generally, or other similar force beyond its reasonable control.
    2. Non-Waiver. The failure of A Prompt to require your performance provision shall not affect the full right to require such performance at any time thereafter; nor shall the waiver by A Prompt of a breach of any provision hereof be taken or held to be a waiver of the provision itself.
    3. Survival. The provisions, terms, conditions representations, warranties, covenants, and obligations contained in or imposed by this Agreement which by their performance after the termination of this Agreement, shall be and remain enforceable not with standing termination of the Agreement for any reason. However, neither party shall be liable to other for damages of any sort resulting solely from terminating this Agreement in accordance with its terms but each party shall be liable for any damage from any breach by it of this Agreement.
    4. Notice. You agree that any notice or communications required or permitted to be delivered under this Agreement by A Prompt to you shall be deemed to have been given if delivered by e-mail, overnight mail or United States mail in accordance with the contact information you have provided.
    5. Governing Law. Except as otherwise set forth in the Dispute Policy with respect to disputes, this Agreement, your rights and obligations and all contemplated by this Agreement shall be governed by the laws of the United Kingdom.
    6. Legal Fees. If any legal action or proceeding, including arbitration, relating to the performance or the enforcement of any provision of this Agreement is brought by any party to this Agreement, the prevailing party shall be entitled to recover reasonable legal fees, expert witness fees, costs and disbursements, in addition to any other relief to which the prevailing party may be entitled.
    7. Assignment. You shall not assign, sub-license or transfer your rights or obligations under this Agreement to any third party without the prior written consent of A Prompt However, in the event that A Prompt consents to such an assignment, sub-license or transfer, then this Agreement shall ensure to the benefit of and be binding upon the parties and their respective successors and permitted assigns.

[back to top]

CD/VCD/DVD Duplication Services Terms and Conditions of Sale

1. Definitions
   "The Company" - means A Prompt Limited
   "The Buyer" - means the buyer of goods/services from the Company
   "Goods" - means any goods which the Company is to supply to the Buyer
   "Contract" means the agreement between the Buyer and the Company for the supply of goods/service
2. Basis of the Sale
   1. The company shall sell and the Buyer shall purchase the Goods in accordance with any written order of the Buyer which is accepted by the Company, subject to these conditions, which shall govern the Contract to the exclusion of any other terms and conditions including any of the Buyer.
   2. No variations to these conditions shall be binding unless agreed in writing by the authorised representatives of the Buyer and the Company.
   3. No order which has been accepted by the Company may be cancelled by the Buyer except with the agreement in writing of the Company and on terms that the Buyer shall indemnify the Company in full against all loss (including loss of profit), costs, (including the cost of all labour and materials used) damages, charges and expenses incurred by the Company as a result of cancellation.
3. Price and Payment
   1. The price of the Goods shall be the price quoted in relation to the Buyers order.
   2. The Company reserves the right prior to delivery to increase the price of the Goods to reflect any increase in labour or material costs or other costs of production, any foreign exchange fluctuation, currency regulation, alteration of duties or any change in delivery dates, quantities or specifications for the Goods which is requested by the Buyer, or any delay caused by any instructions of the Buyer or failure of the Buyer to give the Company adequate information or instructions or to perform its obligations for the Goods.
   3. The price is exclusive of VAT, which the Buyer shall be additionally liable to pay to the Company.
   4. Payment shall be made in cleared funds at time of order or within 30 days of invoice - on our discretion - and without any withholding, set off, counterclaim or cross demand. The time of payment of the price shall be the essence of the Contract.
   5. If the Buyer fails to make any payment on the date then, without prejudice to any other right to remedy available to the Company, the Company shall be entitled to:
      1. Cancel the Contract of suspend any further deliveries to the Buyer
      2. Charge the Buyer interest (both before and after any judgement) on the amount unpaid, at the rate of 4 percent above NatWest base rate from time to time or at such rate is maximum permissible by statute until payment is made in full.
4. Delivery
   1. The Company shall affect delivery by making the Goods available for collection from its premises and so informing the Buyer or, if some other place for delivery is agreed by the Company, by the Company despatching the Goods from its premises in accordance with the Buyers instructions.
   2. Delivery times are approximate and shall not be of the essence. The Goods may be delivered by the Company in advance of the quoted delivery date upon giving reasonable notice to the Buyer.
   3. If the Buyer fails to take delivery or to give adequate delivery instructions then, without prejudice to its other rights and at the Buyers expense, the Company may store and/or dispose. Any shortfall in disposal proceeds below the Contract price shall be paid by the Buyer to the Company.
   4. The Company may deliver the quantity of Goods contracted for within a range of plus or minus 10% without thereby being in breach, subject to any appropriate price adjustment being made.
   5. The Company my deliver in instalments constituting separate Contracts and delay in delivery or termination of any instalment will not entitle the Buyer to terminate the contract as a whole, nor permit the set-off of any payments in respect of one delivery against any claim in respect of any other delivery whether under one Contract or any related contract. Where Goods are delivered in instalments the Company may issue separate invoices.
5. Quality
   1. The Buyer shall inspect the Goods on delivery and shall within 7 days of delivery notify the Company of any alleged defect, shortage in quantity, damage or failure to comply with description or sample. The Buyer shall afford the Company and opportunity to inspect the Goods within a reasonable time following delivery and before any use is made of them. If the Buyer shall fail to comply with these provisions the Goods shall be conclusively presumes to be in accordance with the Contract and free from any defect or damage that would be apparent on a reasonable examination of the Goods and the Buyer shall be deemed to have accepted the Goods.
   2. If the Goods are not in accordance with the Contract for any reason the Buyers sole remedy shall be limited to the Company making good any by replacing such Goods or, if the Company shall elect, by refunding a proportion of part of the price.
6. Production Materials
   1. Glass masters, stampers, screens and all work manufactured or produced whether experimentally or otherwise at the Buyer's request will be paid for by the Buyer. Ownership of the said items will remain with the Company at all times
   2. Any original masters or materials supplied by the Buyer to the Company for use in the production of the Goods shall become the property of the Company unless the Buyer requests the return of any such items submitted to the Company. Any such request for the return of such items shall not be made until 3 months have expired since the date of delivery of the Goods.
   3. The Company shall not be liable to the Buyer for any loss or damage caused to any original masters provided to the Company by the Buyer.
   4. The company may reject any material supplied or specified by the Buyer that appears to the Company to be unsuitable or unusable in the production of the Goods. The Buyer shall pay any additional costs incurred as a result of such rejection to the Company at the Company's discretion.
7. Risk and Property
   1. Risk of damage to or loss of the Goods shall pass to the Buyer at the earlier of the time when the Company notifies the Buyer that the Goods are available for collection or upon the Company first despatching the Goods from its premises in accordance with the Buyers instructions.
   2. Ownership of the Goods will not pass to the Buyer until the Company has received in full (in cash or cleared funds) all sums due to it in respect of the Goods.
   3. If at the date that payment in full for the Goods is made any other monies then due for payment by the Buyer to the Company on any account have not been paid, title to the Goods shall not in any event pass to the Buyer until the Company has received in cash or cleared funds payment in full of the monies overdue.
   4. Until the property and the Goods passes to the Buyer in accordance with clause 7.ii the Buyer shall hold the Goods and each of them on a fiduciary basis as bailee for the Company. The Buyer shall store the Goods (at no cost to the company) separately from all other Goods in its possession and marked in such a way that is clearly identified as the Company's property.
8. Limitation of Liability
   1. The Company's total liability arising in connection with the performance or contemplated performance of this Contract shall be limited to the Contract price.
   2. The Company shall not be liable to the Buyer for loss of profit, loss of business, depletion of goodwill, loss of production or contracts or like consequential loss that arises out of or in connection with this Contract.
9. Warranty and Indemnity
   1. The Buyer warrants it has due power and authorisation to place the order for the Goods and that the production of the same by the Company shall not give rise to any claim of breach of copyright or any other intellectual property right.
   2. The Buyer shall at all times keep the Company indemnified against any claims for loss or damage or expense arising out of or in connection with the Goods
   3. In the event that any claim is made against the Company that the Goods infringe or that their use or resale infringes any patent, copyright, design, trade mark or other industrial or intellectual property rights, the Buyer shall indemnify the Company against any losses, damages, costs or expenses awarded against or incurred by the Company in connection with the claim, or paid or agreed to be paid by the Company in settlement of the claim
10. Force Majeure
    1. The Company shall not be liable for any failure to perform any or all of its obligations under a Contract by reason of any fire, flood or other Act of God, armed conflict, civil unrest, industrial action, equipment or supply difficulties or failure, order of public authority, or any cause whatsoever beyond its control.
11. Applicable Law
    1. This Contract shall be governed and construed in accordance with English law and the Buyer irrevocably submits to the exclusive jurisdiction of the courts of England provided that (and without prejudice thereto) the Company shall be entitled to apply for any provision of conservatory

[back to top]