Copyright Information

Copyright is a concept, enacted by governments, giving the creator of an original work of authorship exclusive rights to it, usually for a limited time, after which the work enters the public domain. Generally, it is “the right to copy”, but also gives the copyright holder the right to be credited for the work, to determine who may adapt the work to other forms, who may perform the work, who may financially benefit from it, and other, related rights. It is an intellectual property form (like the patent, the trademark, and the trade secret) applicable to any expressible form of an idea or information that is substantive and discrete.


All rights, including copyright and database right, in the WinWeb website and its contents, are owned by or licensed to WinWeb®, or otherwise used by WinWeb® as permitted by applicable law.

In accessing the WinWeb website, you agree that you will access the contents solely for your own private use but not for any commercial or public use. You can also access WinWeb’s website for commercial use, if you have subscribed to WinWeb’s services offered on this website.

Except as permitted above, you undertake not to copy, store in any medium (including in any other website), distribute, transmit, re-transmit, broadcast, modify, or show in public any part of WinWeb’s website without the prior written permission of WinWeb® or in accordance with the Copyright, Designs and Patents Act 1988.

We regard all content, databases and programming on any of WinWeb’s website as our intellectual right and do not allow any kind of reverse engineering of any part of our website or online services.

Official Competition Rules - Business’09

WINWEB’S BUSINESS‘09 COMPETITION(“Promotion”)
OPERATED EXCLUSIVELY BY WINWEB INTERNATIONAL LTD OFFICIAL COMPETITION RULES

BEING A WINWEB ONLINEOFFICE USER WILL NOT INCREASE YOUR CHANCE OF WINNING. OPEN ONLY TO INDIVIDUALS WHO ARE 18 YEARS OF AGE OR OLDER. VOID WHEREVER PROHIBITED BY LAW.

1. Eligibility: Open to individuals who are 18 years of age or older. Employees, contractors, directors and officers of Operator, its parent, subsidiary and affiliated companies, distributors, web design, advertising, fulfillment, judging and promotion agencies involved in the administration, development, fulfillment and execution of this Promotion including any Sponsor and Panel (collectively, “Promotion Parties”) and the immediate family members of each (spouse, parent, child, sibling, grandparent, and spouse of “step” of each) and those living in their same households (those persons whether related or not who live in the same residence for at least three months during the twelve-month period preceding the start date of the Promotion) are not eligible.

2. Promotion Period: Promotion begins on November 17, 2008 and ends October 1, 2009 (the “Promotion Period”).

3. How to enter: During the Promotion Period, the registration form is during the Promotion Period available on the WinWeb web site at www.winweb.com/home-micro-small-business-start-up-campaign/enter-competition-participate (the “Web Site”), complete and submit the registration form by entering your first name, surname, e-mail address along with required information fields. Submission of erroneous or incomplete information will void the submitted entry. All entrants must have a valid e-mail address. Operator and Promotion Parties are not responsible for incomplete, lost, late, misdirected entries or for any failure to receive entries due to transmission errors or technical failures of any kind, including, without limitation, malfunction of any network, hardware, software, whether originating with sender or Operator. In the event of a dispute, all e-mail entries will be deemed to have been submitted by the owner of the e-mail account from which they were sent. For these purposes, an e-mail account holder shall mean the natural person assigned to such e-mail account by the Internet access provider, online service provider or other organization responsible for assigning e-mail addresses for the domain associated with such e-mail account. Any questions regarding the owner of an e-mail account shall be determined by Operator in its sole discretion.

4. Selection of Prize Winners: The Operator’s independent panel of judges is headed by Professor Ian Angell, London School of Economics (LSE), London, United Kingdom. The panel’s whose decisions are final and binding with respect to this Promotion, will select a number of entries to be voted on to select the Prize winners. All Winners are subject to verification, including verification of age. If attempted notification is returned as undeliverable, if a Winner cannot be verified, or if a Winner is otherwise unable to accept prize, prize will be forfeited.

5. Grand Prize: £ 10,000 or the equivalent in a freely traded currency at the time of the announcement of the Prize Winner.

6. Limitations of Liability and Release: No responsibility or liability is assumed by the Operator or Promotion Parties for technical problems or technical malfunction arising in connection with any of the following occurrences which may affect the operation of the Promotion: hardware or software errors; faulty computer, telephone, cable, satellite, network, electronic, wireless or Internet connectivity or other online communication problems; errors or limitations of any Internet service providers, servers, hosts or providers; garbled, jumbled or faulty data transmissions; failure of any e-mail transmissions to be sent to or received; lost, late, delayed or intercepted e-mail transmissions; inaccessibility of the Web Site in whole or in part for any reason; traffic congestions on the Internet or the Web Site; unauthorized human or non-human intervention of the operation of the Promotion, including without limitation, unauthorized tampering, hacking, theft, virus, bugs, worms; or destruction of any aspect of the Promotion, or loss, miscount, misdirection, inaccessibility or unavailability of an Account used in connection with the Promotion. Operator and Promotion Parties are not responsible for any typographical errors in the announcement of Prizes or these Official Rules, or any inaccurate or incorrect data contained on the Web Site. Use of Web Site is at user’s own risk. Operator and the Promotion Parties are not responsible for any personal injury or property damage or losses of any kind which may be sustained to user’s or any other person’s computer equipment resulting from participation in the Promotion, use of the Web Site or the download of any information from the Web Site. By participating in the Promotion, the entrant thereby releases Operator and Promotion Parties from any and all claims, damages or liabilities arising from or relating to such entrant’s participation in the Promotion. By accepting a Prize, Winners agree that the Operator and Promotion Parties shall not be liable for any loss or injury resulting from participation in the Promotion or acceptance or use of any Prize.

7. General: Winners are solely responsible for any taxes on the respective prizes. No substitution of Prize is offered, except at the sole discretion of the Operator. No transfer of Prize. By participating, entrants agree to these Official Rules and Operator’s Privacy Policy (available at www.winweb.com) which are final and binding in all respects. Unclaimed prizes will not be awarded. Prize Winners will be notified by mail and will be required to complete, sign and return an Affidavit of Eligibility/Liability Release, and, where lawful, a Publicity Release within fourteen (14) Days of attempted notification or Grand Prize may be forfeited. If a prize, or any portion thereof, cannot be awarded for any reason, Operator reserves the right to substitute prize with another prize of equal or greater value. If for any reason the Promotion is not capable of running as planned, including infection by computer virus, bugs, tampering, unauthorized intervention, fraud, technical failures, or any other causes which corrupt or affect the administration, security, fairness, integrity or proper conduct of the Promotion, Operator reserves the right, at its sole discretion, to disqualify any individual who is responsible or who tampers with the entry process, and to cancel, modify or terminate the Promotion. This Promotion is governed by the laws of England and all parties hereto submit to the exclusive jurisdiction of the English courts.

8. Operator: Winweb International Limited, 2nd Floor, Berkeley Square House, Berkeley Square, London, W1J 6BD, United Kingdom.

9. Panel: Panel of judges headed by Professor Ian Angell, London School of Economics (LSE), London, United Kingdom.

Liability

Information on the WinWeb web site is provided “As Is” without warranty of any kind, either express or implied, including but not limited to, the implied warranties of merchantability, fitness for a particular purpose, or non-infringement.

Information on the WinWeb web site may contain typographical errors and/or technical inaccuracies. Information may be changed or updated without notice. WinWeb may also make changes in the products and/or programs described in this information at any time without notice.

The links to other web sites will make you leave the WinWeb web site (www.winwweb.com). The linked sites are not under the control of WinWeb. WinWeb is not responsible for the contents of any linked site or any link contained in a linked site, or any changes or updates to such sites. The inclusion of any link does not imply endorsement by WinWeb of the site.

Image Usage Agreement

This Image Usage Agreement applies to all Images found at the WinWeb web site located at the WinWeb Media Info web site.

Usage Rights:

Subject to the terms of this Agreement, you may use the Image solely in whole for editorial use by press or for WinWeb-specific promotional materials. This right to use is personal to you and is not transferable by you to another party. You may not alter, or modify the Image, in whole or in part, for any reason. You agree that WinWeb is and shall remain the sole and exclusive owner of the Image. You will not delete, alter, or obfuscate any proprietary legends relating to the Image. The Image is provided by WinWeb on an ‘as is’ basis, without warranty of any kind, including non-infringement or ownership. You, not WinWeb, are responsible for your use of the Image. Any misuse of the Image or breach of this Agreement will cause WinWeb irreparable harm. WinWeb is either an owner or licensee of the image, not an agent for the owner. You agree that WinWeb at any time and for any reason can request you cease the use of the Image.

Privacy and Security Policy Information

The protection of your privacy is a priority for us.
Please take a moment to read about how we collect, use and disclose personal information on the WinWeb website.

1. The WinWeb website (the “Site”) keeps track of usage data, such as the source address that the page request is coming from (i.e. your IP address and domain name), date and time of the page request, the referring web site (if any) and other parameters in the URL (e.g. search criteria). We use this data to better understand web site usage so we know what areas of the Site users prefer. This information is stored in log files and is used for aggregated and statistical reporting and may be attributed to you as an individual.

2. We use various technologies including “cookies” to provide you with tailored information from the Site. A cookie is a small data file that certain websites write to your hard drive when you visit them. The only personal information which a cookie can obtain is information which you supply yourself. A cookie cannot read data off your hard disk or read cookie files created by other sites. Cookies enhance the performance of the Site in a number of ways including providing a secure way for us to verify your identity during your visit to the Site and personalising your experience on the Site making it more convenient for you. You can refuse cookies by turning them off on your web browser. However, if you decline to accept the cookie you may not have access to all the features of this web site.

3. If you decide to use any of our services, you may be requested to provide information about yourself (”User Information”). You are not obliged to provide any User Information although if you do not, certain services may not be made available to you or be accessible by you. If you do provide User Information, you agree to provide true, accurate, current and complete information which is not misleading in any way. If any of your User Information changes, e.g. if you change your e-mail address or if you wish to cancel your registration, please contact us. If you decide to use the WinWeb Networking service, you may be requested to provide information about your contacts. The email addresses and names of your contacts will only be used to send your invitation to these contacts.

4. By submitting User Information, you consent to the use of that information as set out in this policy. If we change our privacy policy, we will post the changes on this page and place a notice on the Site so that you may be aware of the information we collect and how we use it at all times. Continued use of our services will signify that you agree to any such changes. This policy only covers the Site. Any links within the Site to other websites are not covered by this policy.

5. We will not disclose User Information other than in accordance with the terms of this policy unless we are legally required to do so or to exercise our legal rights or defend ourselves against legal claims.

6. We gather and use User Information to allow us, our agents, companies we partner with to provide you with combined services and sub-contractors to process your registration, to provide the services which you have specified to you and to communicate with you on any matter relating to your relationship with us. We may also use aggregate User Information, statistics and other information relating to your use of the Site and our services for the purposes of monitoring website usage in order to help us develop the Site and our services and we may provide such aggregate information and statistics to third parties. The aggregate information and statistics will not include information that can be reasonably used to identify any individual.

7. From time to time we may provide your information to various third parties which carry out functions on our behalf for research and analysis purposes so that we can monitor and improve our services. We or our agents and sub-contractors may contact you to ask you for your feedback and comments on our services.

8. If you have purchased or negotiated the purchase of goods or services from us we may provide you with information about special features of the Site or any of our services or products we think may be of interest to you such information may be provided to you by e-mail. If you do not consent to our sending you this information, please contact us.

9. If our business is sold or integrated with another business, your details may be disclosed to our advisers and any prospective purchasers and their advisers and will be passed on to the new owners of the business.

10. If you have any questions or suggestions regarding this policy or have any concerns about the practices of the Site, please contact us. Should you at any time wish us to remove your personal details from our database please contact us.

11. You have the right to ask for a copy of the information held by us in our records (which are subject to the Data Protection Act 1998) in return for payment of a fee. You also have the right to require us to correct any inaccuracies in your information. Please contact us by writing to Winweb International Ltd., 2nd Floor, Berkeley Square House, Berkeley Square, London W1J 6BD, England.

1. The internet is not a secure medium. However, we are dedicated to protecting the integrity and confidentiality of User Information and we have therefore put in place various security procedures as set out in this policy.

2. We recognise industry standards and employ security safeguards to protect User Information from unauthorised access and misuse. We use the most accurate and current User Information you provide in order to process your requests. Furthermore, whenever you transmit billing or credit card information to us through our web site we provide you access to our secure server that allows encryption across the internet.

RSS Feed Information

By downloading a WinWeb RSS Feed ( “WinWeb Feed”) from the WinWeb International Ltd (”WinWeb”) you agree to be bound by the terms set out below (the “Standard Licence Terms”). These Standard Licence Terms may be updated by the WinWeb from time to time. Please review these Standard Licence Terms each time you download a WinWeb Feed.

1.1 Subject to the terms of this Agreement WinWeb grants you a non-transferrable, non-sublicensable, royalty free non-exclusive licence to display on your website (”Site”) the headlines, active links or other source identifiers and other information or materials that you specifically select to receive from the WinWeb via the WinWeb Feed (”WinWeb Content”).

1.2 All title, ownership rights and intellectual property rights in and to the WinWeb Feed shall remain the property of the WinWeb.

1.3 Nothing in these Standard Licence Terms grants you any right to use the WinWeb trade mark on your Site or elsewhere.

2.1 You may not use the Feed or display any WinWeb Content on any Site that is a web site that is excluded by the WinWeb (scroll down for the list of Excluded Websites as may be amended by the WinWeb from time to time).

2.2 YOU MUST ENSURE THAT ALL WINWEB CONTENT ON YOUR SITE HAS AN ACCREDITATION TO THE WINWEB IN ACCORDANCE WITH THE WINWEB ACCREDITATION GUIDELINES FROM TIME TO TIME (SCROLL DOWN FOR THE WINWEB ACCREDITATION GUIDELINES AS MAY BE AMENDED BY THE WINWEB FROM TIME TO TIME).

2.3 YOU MAY NOT DIRECTLY OR INDIRECTLY CHARGE USERS SPECIFICALLY FOR ACCESSING WINWEB CONTENT OR OTHERWISE COMMERCIALISE SUCH CONTENT, NOR ATTEMPT TO RE-SELL THE WINWEB CONTENT IN ANY WAY.

2.4 You must create a functional link back to the WinWeb News story(ies) summarised by the WinWeb Content . You may not directly or indirectly change, edit, add to or produce summaries of the WinWeb Content or any content on the Winweb website nor place any full-story WinWeb content in an HTML frame-set.

2.5 You may not directly or indirectly suggest any endorsement or approval by the Winweb of your Site or any non-WinWeb entity, product or content or any views expressed within your site or service.

2.6 You acknowledge that the WinWeb has absolute editorial control over all WinWeb Content and you accept that the WinWeb is editorially independent and that the editorial integrity of the WinWeb Content is the sole responsibility of the WinWeb.

2.7 Should you receive any enquiries which relate to the WinWeb or the WinWeb Content you should promptly refer such enquiries directly to WinWeb

3.1 You warrant to the WinWeb that:

(i) you have fully complied with, and shall continue to comply fully with, all applicable laws and regulations;
(ii) the Site shall contain no material which is libellous, defamatory, pornographic, obscene or which brings the WinWeb into disrepute, or which is in breach of any third party intellectual property rights; and
(iii) users of the Site shall be required to comply with terms that are equivalent to the Standard Licence Terms in relation to their use of WinWeb Content.

3.2 The WinWeb Feed is made available by the WinWeb on an “as is” and “as available” basis and the WinWeb gives no warranty of any kind in relation to the WinWeb Feed, the WinWeb Content, or any content on the WinWeb website. The WinWeb disclaims all implied warranties, including but not limited to the implied warranties of satisfactory quality, fitness for a particular purpose, non-infringement, compatibility, and accuracy regarding the WinWeb Content, the WinWeb Feed and the WinWeb website and any content thereon.

3.3 TO THE MAXIMUM EXTENT PERMITTED BY LAW THE WinWeb EXCLUDES ALL LIABILITY TO YOU FOR ANY LOSS OR DAMAGE HOWSOEVER ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO ANY LIABILITY ARISING IN RELATION TO THE WINWEB FEED, THE WINWEB CONTENT OR ANY CONTENT ON THE WINWEB WEBSITE, ANY VIRUS OR OTHER CONTAMINATION OR ANY UNAVAILABILITY OF WINWEB CONTENT.

3.4 Each provision of this Clause 3 operates separately in itself and survives independently of the others.

4.1 You hereby agree to indemnify, hold harmless and defend the WinWeb in respect of all damages, costs and expenses, including reasonable legal fees and litigation expenses, arising out of or as a result of any breach of the Standard Licence Terms or otherwise in connection with your use of the WinWeb Feed (including the WinWeb Content).

5.1 You may terminate this Agreement and the licence granted herein at any time by destroying or removing all copies of the WinWeb Feed (including the WinWeb Content) from your Site, all hard drives, networks and other storage media.

5.2 The WinWeb may restrict, suspend or terminate the WinWeb Feed, this Agreement, the licence granted herein or your access to the WinWeb Feed at any time without liability. You agree to destroy all copies of the WinWeb Feed (including the WinWeb Content) upon receiving notice of termination from the WinWeb.

5.3 Clauses 3, 4 and 6 shall survive termination of this Agreement.

6.1 Neither party may assign, charge, sublicense or otherwise deal with its rights or obligations in this Agreement in whole or in part to any third party.

6.2 This Agreement supersedes all prior agreements, arrangements and understandings between the parties concerning its subject matter. Each of the parties acknowledges that it has not relied on any statement made by the other in the course of entering into this Agreement.

6.3 Any failure or delay by either party in exercising its rights under any provisions of this Agreement shall not be construed as a waiver of those rights at any time now or in the future.

6.4 This Agreement shall be governed by, construed and take effect in accordance with English law and the English courts shall have exclusive jurisdiction to settle any claim or dispute which may arise out of or in connection with this Agreement.

1. Sites that incite hatred whether based on race, religion, gender, sexuality or otherwise, or promote encourage or facilitate anti-social behaviour
2. Sites that promote, encourage or facilitate violence
3. Sites that promote, encourage or facilitate terrorism or other activities that risk UK national security
4. Sites that discriminate against any specific social group or otherwise exploit vulnerable sections of society
5. Sites that promote, facilitate or encourage illegal activity
6. Sites which are misleading, pornographic, defamatory, or that contain illegal, or otherwise actionable content under UK law
7. Sites which infringe individual privacy.

Any WinWeb RSS feed or WinWeb content on your site must incorporate a credit to WinWeb in the following form:

• “News From WinWeb”

You may not use any WinWeb logo or other WinWeb trade mark without prior approval.

Terms and Conditions of Use

WinWeb may change these General Terms from time to time in its absolute discretion without prior notice to the Customer and the Customer agrees that such changes will be binding on it. Any changes will be posted on WinWeb’s website and will amend and form part of these General Terms. The Customer is responsible for reviewing the WinWeb website regularly to obtain timely notice of any such changes. This Agreement and any new Agreement entered into after such changes have been posted will include those changes. In the event of any inconsistency between the WinWeb Privacy Policy and and these General Terms, the General Terms shall control.

1.1 In this agreement, unless the context otherwise requires, the following words and expressions shall have the following meanings:

“Agreement”	means this agreement between Winweb and the Customer;
“Effective Date”	means the date on which the Customer accepts the terms and conditions of this Agreement;
“Fee”	means fee as posted on WinWeb’s website from time to time as detailed on the OnlineOffice pages which can be accessed by clicking on this link;
“Free Trial”	means period during which no Fee will be charged as posted on WinWeb’s website from time to time as detailed on the OnlineOffice pages which can be accessed by clicking on this link;
“Intellectual Property Rights”	means all patents, unpatented inventions, design rights, copyrights (including, without limitation, rights in computer software), rights in databases, topography rights, trade marks, service marks, trade names, rights in trade secrets, know-how and all other intellectual property rights of any nature whatsoever, and all rights of a similar nature or having similar effect, throughout the world whether registered or unregistered and including all applications and rights to apply for any of the same;
“Service”	means the On-Demand Software and On-Demand Service to be provided to the Customer by WinWeb. Features which can be accessed by clicking on this link;

1.2 All references to clauses are, unless otherwise expressly stated, references to the clauses of this Agreement.

1.3 The headings in this Agreement are inserted for convenience only and shall be ignored in construing this Agreement.

1.4 References to statutory provisions shall be construed as references to those provisions as amended, consolidated, extended or re-enacted from time to time.

2.1 In consideration of the performance by the Customer of all of its obligations set out in this Agreement, WinWeb agrees to provide the Service to the Customer subject to and in accordance with the terms of this Agreement.

2.2 WinWeb agrees to use reasonable skill and care in the provision of the Service.

2.3 WinWeb may at its sole discretion modify the features of the Services from time to time without prior notice.

2.4 WinWeb may refuse Service without prior notice to any Customer for any or no reason.

3.1 This Agreement shall take effect on the Effective Date and (subject to clauses 6.5, 7 and 12.3 below) shall continue unless and until terminated by either party giving to the other not less than one (1) month prior notice in writing.

4.1 The Customer hereby undertakes to and agrees with WinWeb that the Customer shall:

4.1.1 comply with any and all instructions provided to the Customer by WinWeb relating to the Service;

4.1.2 make available free of charge to WinWeb such accurate information, documentation, data and programs and such other assistance as WinWeb may reasonably require to enable the Services to be carried out;

4.1.3 make available free of charge to WinWeb any materials posted by the Customer on the WinWeb website;

4.1.4 accept that WinWeb retains the right to reformat, excerpt, or translate any materials submitted by the Customer;

4.1.5 not falsely state or otherwise misrepresent its identity or misrepresent its current or previous position positions and qualifications, or its current or past affiliations with an entity or person;

4.1.6 not post or transmit or otherwise make available any content that infringes upon trademarks, copyrights, patents, trade secrets or other proprietary rights;

4.1.7 not use the Service for any illegal or immoral purpose, including but not limited to transmitting, initiating communication or posting content which are fraudulent, libellous, unlawful, obscene, profane, pornographic, threatening, hateful, abusive or otherwise objectionable information of any kind;

4.1.8 not post or transmit any chain letters, pyramid schemes, solicitations or other unsolicited commercial information;

4.1.9 restrict or inhibit others from using the WinWeb Service;

4.1.10 post or transmit any software or information which contains a worm, virus, trojan horse or other harmful content, or engage in spamming; and

4.1.11 be responsible for any and all applicable sales, use, excise, value added or other taxes and duties and any other fees, charges or payments payable to any governmental or regulatory authority, body or organisation incurred as a result of or in connection with the use by the Customer of the Service.

5.1 In consideration of the supply of the Service, the Customer agrees to pay WinWeb the Fee. Unless otherwise expressly stated, all prices are exclusive of sales, use, excise, value added taxes.

5.2 The Customer shall pay to WinWeb the Fee for the Service monthly or yearly in advance the first Fee payment shall be made on the first date after the Free Trial period and each subsequent payment shall be made on the day of each subsequent month or year which corresponds to the day on which the first payment was made. WinWeb shall send a receipted invoice to the Customer within thirty days of the receipt by WinWeb of the relevant payment. WinWeb reserves the right to send receipted invoices to the Customer by electronic means only.

5.3 The Customer granted access to the Service via a WinWeb Strategic Partner program will not incur any Fees from WinWeb for the WinWeb OnlineOffice™ Standard Edition service. The Customer is obliged to fulfil the WinWeb Strategic Partner’s specific requirements to gain and maintain access.

5.4 Without prejudice to any other right or remedy it may have, WinWeb reserves the right to set off any amount owing to it at any time from the Customer against any amount payable by WinWeb to the Customer under or in connection with this Agreement.

5.5 If the Customer fails to pay any amount payable by it under this Agreement, it shall forthwith on demand by WinWeb pay interest on the overdue amount from the due date up to the date of actual payment, after as well as before judgment, at the lesser of 1.5 % per month or the highest amount permitted by law. Such interest shall accrue on a daily basis and be compounded quarterly.

6.1 The Customer acknowledges and agrees that all Intellectual Property Rights existing or arising in any materials, know-how, specifications, inventions, processes, data or information supplied by WinWeb under or in connection with this Agreement shall at all times belong to and remain vested in WinWeb or its licensors and, save as expressly provided hereunder, no proprietary rights or any other rights whatsoever are assigned, granted or otherwise pass to the Customer. The Customer undertakes not to take any action which might invalidate the title of WinWeb or its licensors to the Intellectual Property Rights mentioned aforesaid. Any goodwill arising from the use of such rights shall accrue to WinWeb and its relevant licensors.

6.2 As and when required by WinWeb, the Customer hereby agrees to do all such things and execute all such documents as may be required for absolutely vesting WinWeb’s and/or its relevant licensor’s full right, title and interest in and to the Intellectual Property Rights referred to in clause 6.1.

6.3 The Customer acknowledges that civil and criminal penalties may be incurred in the event of any infringement of any Intellectual Property Rights referred to in clause 6.1, and that any such infringement by the Customer may result in incalculable damage and/or loss to WinWeb and/or its licensors, and accordingly, the Customer agrees that, in addition to any other right or remedy of WinWeb, WinWeb shall be entitled to immediate injunctive relief to restrain any actual or anticipated infringement thereof and the Customer undertakes to indemnify WinWeb in full against all losses, damages, costs, expenses and liabilities (including loss of profit) which may be incurred by WinWeb by reason of any such infringement by the Customer.

6.4 Save as provided in clause 6.5, WinWeb shall indemnify the Customer against any claim (including, without limitation, any losses and liabilities arising out of such claim but excluding any indirect, special or consequential loss or loss of profits, revenue or goodwill) that the Customer’s use of the Service in accordance with this Agreement infringes the Intellectual Property Rights of any third party, conditional upon the Customer :

6.4.1 1 promptly notifying WinWeb in writing of any such claim and not making any admissions of liability or settling any such claim without WinWeb’s prior written consent;

6.4.2 allowing WinWeb at WinWeb’s request and expense sole conduct of all negotiations and litigation resulting from any such claim; and

6.4.3 at the request and expense of WinWeb, giving all reasonable assistance with such negotiations or litigation.

6.5 If any claim is made as described in clause 6.4 based on the Customer’s use of the Service other than in accordance with this Agreement, WinWeb shall not be responsible and shall be entitled (a) to require the Customer to cease using the Service until otherwise notified by WinWeb in writing, and/or (b) to terminate this Agreement immediately by written notice and/or (c) to require the Customer to indemnify WinWeb against any consequential claim which may be brought against WinWeb.

6.6 The Customer undertakes to notify WinWeb promptly of any infringement of the Intellectual Property Rights referred to in clause 6.1 above of which the Customer is or becomes aware and to render to WinWeb and/or WinWeb’s relevant licensors all reasonable assistance in relation to any action, suit or proceeding taken by WinWeb and/or its relevant licensors in respect of such infringement. Subject to the foregoing, the Customer shall not be entitled to take any steps or proceedings in relation to any infringement by any person of such Intellectual Property Rights without the prior written consent of WinWeb.

7.1 Without prejudice to its other rights and remedies, either party may, by written notice to the other, terminate this Agreement with immediate effect if the other party:

7.1.1 commits a material breach of this Agreement and shall, in the case of any remediable breach, fail to remedy the same within 14 days of receipt of a written notice from the non-breaching party requiring such remedy; or

7.1.2 is unable to pay its debts (within the meaning of Section 123 of the Insolvency Act 1986) or otherwise becomes insolvent or an order is made or a resolution passed for the administration, winding-up or dissolution of the other party (other than for the purposes of a solvent amalgamation or reconstruction) or an administrative or other receiver, manager, liquidator, administrator, trustee or similar officer is appointed over all or any substantial part of the other party’s assets or the other party enters into or proposes any composition or arrangement with its creditors generally or anything analogous to the foregoing occurs in any applicable jurisdiction or if it ceases to trade or threatens to cease to trade.

7.2 For the avoidance of doubt, failure by the Customer to pay any prices to WinWeb in full in cleared funds by the due date shall constitute a material breach of this Agreement. Failure by the Customer to pay the prices to WinWeb in cleared funds by the due date on more than two occasions shall entitle WinWeb to terminate this Agreement forthwith on giving written notice to the Customer.

7.3 Upon termination of this Agreement, WinWeb shall cease to make the Service available to the Customer.

7.4 WinWeb shall at any time without incurring any liability be entitled to terminate the Service or to temporarily suspend the Service if WinWeb reasonably considers that such action is necessary to comply with any governmental, legal or other regulatory requirement or request (whether or not having the force of law).

7.5 All clauses intended by their nature to survive termination including clauses 9 and 10 shall survive the termination of this Agreement.

7.6 Upon termination of this Agreement for any reason, the Customer shall promptly return (or at WinWeb’s request destroy) all copies in any form (including in any human or machine readable form) of any materials relating to this Agreement which have been provided to the Customer by WinWeb which are in the possession, custody or control of the Customer or its officers, employees or agents.

8.1 WinWeb warrants that it has all requisite power and authority to execute, deliver and perform its obligations under this Agreement.

8.2 The Customer warrants that:

8.2.1 it shall comply with all applicable laws and regulations relating to the Service and with all applicable rules, regulations and guidelines (whether or not having the force of law) of any regulatory organisations or bodies of which it is a member or by which it is bound;

8.2.2 it has all requisite power and authority to execute, deliver and perform its obligations under this Agreement.

8.3 Save as expressly set out in this Agreement, all conditions, representations, warranties, undertakings or terms whether express or implied, statutory or otherwise, including in particular any implied warranty of satisfactory quality or fitness for any particular purpose or use are excluded from this Agreement to the fullest extent permitted by law.

9.1 Save in respect of liability for death or personal injury arising as a result of WinWeb’s negligence, the total aggregate of WinWeb’s liability howsoever arising under or in connection with this Agreement, whether in respect of a single occurrence or a series of occurrences, shall not exceed in any year the sum of the Fees payable by the Customer in respect of that year. For the avoidance of doubt a “year” is a period of twelve (12) months from the Effective Date and thereafter each subsequent period of twelve (12) months from anniversary of the Effective Date during the term of this Agreement.

9.2 The Customer acknowledges that in some instances the Service is Internet based. Owing to the nature of the Internet and its interconnected systems, problems such as, but not constrained to, outages, link failures, power difficulties, telephone outages, network overload etc. may have an adverse affect on the Service. While WinWeb will generally strive to mitigate, if possible, the negative effect of such problems, WinWeb will in no way be held liable in any manner for loss(es) suffered as a result of any such problems.

9.3 Save in respect of liability for death or personal injury arising as a result of WinWeb’s negligence, WinWeb shall not be liable to the Customer for any loss of profits or goodwill or any other type of special, indirect or consequential loss or revenue of any nature whatsoever (including loss or damages suffered as a result of an action brought by a third party) whether arising from negligence, breach of contract or otherwise, even if such loss was reasonably foreseeable or WinWeb had been advised of the possibility of the Customer incurring the same, and such liability is hereby excluded to the fullest extent permitted by law.

9.4 The Customer hereby undertakes and agrees to indemnify WinWeb and keep it fully indemnified from and against any costs, losses, damages, expenses and/or liabilities (including without limitation any legal fees and expenses) which may be suffered or incurred by WinWeb arising out of or in connection with (i) any claims, proceedings, demands or actions by third parties arising out of or in connection with WinWeb’s supply of and/or the Customer’s use of the Service (including without limitation claims under the Data Protection Act 1998) and/or any breach of the Customer’s undertakings or obligations set out in this Agreement, and/or (ii) any breach by the Customer of its obligations under this Agreement, and/or (iii) the Customer’s negligence or wilful misconduct.

9.5 The Customer agrees that all the limitations and exclusions of liability in favour of WinWeb in this Agreement are reasonable in the circumstances under which the Service is to be performed.

9.6 The Customer confirms that neither WinWeb nor any of its representatives has made any claims or representations of guaranteed or anticipated profits that may result from the use of the Service and WinWeb expressly disclaims liability for any profit projections which may have been provided to the Customer.

10.1 Neither party shall disclose or communicate to any person (other than as permitted by this Agreement or with the prior written consent of the other party) any information in whatever form relating to the other party or its affairs, business, clients or property (the “Confidential Information”) irrespective of whether such information is marked as confidential, of which it may become aware during the term of this Agreement and it shall use its reasonable endeavours to prevent the unauthorised publication or disclosure of any Confidential Information and shall treat the other party’s Confidential Information as secret and proprietary.

10.2 The provisions of this clause 10 shall survive the termination of this Agreement but the restrictions in clause 10.1 shall not prevent the party receiving the Confidential Information (”the Receiving Party”) from divulging any part of the Confidential Information:

10.2.1 to such of its employees as strictly need to receive and consider the Confidential Information in connection with the provision of the Service, provided that it shall procure that each such “need to know” employee having access to the Confidential Information is made aware of the obligations of secrecy attached thereto and shall procure that any of its employees to whom disclosure of the Confidential Information is made shall adhere to the terms of this Agreement as if it were a party thereto;

10.2.2 to the extent necessary to enable it to exercise any rights or obligations expressly granted to it by this Agreement;

10.2.3 to its auditors, and any other persons or bodies having a right, duty or obligation to know the business of the Receiving Party and then only in pursuance of such right, duty or obligation;

10.2.4 to the extent that it is obliged to divulge such Confidential Information by any laws or regulations, taxation authority or by any recognised stock exchange or by any order of a court of competent jurisdiction or in the course of any legal proceedings provided that in such circumstances the Receiving Party shall have, so far as it is legally able to do so, immediately notified the disclosing party of its obligation to disclose to enable the disclosing party to seek appropriate means to prevent the disclosure or waive compliance with this clause 11 and taken such steps as the disclosing party may reasonably require for that purpose.

10.3 The Receiving Party undertakes to ensure that the persons and bodies mentioned in clause 10.2 are made aware prior to the disclosure of any part of the Confidential Information that the same is confidential and that they owe a duty of confidence to the other party.

10.4 The restrictions in clause 10.1 shall not apply to Confidential Information:

10.5 The Receiving Party shall promptly notify the other party if it becomes aware of any breach of confidence by any person to whom the Receiving Party divulges all or any part of the Confidential Information and shall give the other party all reasonable assistance in connection with any proceedings which the other party may institute against such person for breach of confidence.

10.6 The Receiving Party hereby irrevocably and unconditionally indemnifies and shall hold fully indemnified the other party from and against any and all actions, proceedings, losses, damages, liabilities, obligations, costs, claims, charges and expenses suffered or incurred by the other party of whatsoever nature arising out of or in connection with any breach of this clause 10 by the Receiving Party.

11.1 Subject to clauses 11.2 and 11.3 below, neither party may use the other’s logo, name and/or trade marks without the other party’s prior written consent.

11.2 The Customer agrees that WinWeb may use the Customer’s logo, name and trade marks in connection with WinWeb’s advertising and marketing materials but only in accordance with clause 11.3 below.

11.3 WinWeb shall submit all advertising and marketing materials which incorporate the Customer’s logo, name and/or trade marks to the Customer before publication. The Customer shall have a period of seven (7) business days commencing on the date on which WinWeb sends the materials in which to notify WinWeb as to whether the Customer approves or disapproves the materials, such approval not to be unreasonably withheld or delayed. If the Customer does not communicate its approval or disapproval to WinWeb within such seven day period, the Customer shall be deemed to have approved the materials.

12.1 WinWeb shall not be liable to the Customer for any breach or non-performance of its obligations under this Agreement resulting from causes beyond its reasonable control (an “Event of Force Majeure”) including, but not limited to, Acts of God, governmental act, war, fire, drought, failure of power supply, lock out, strike, explosion, accident, civil commotion, refusal of any licence by any telecommunications body, impossibility or delay in obtaining materials or telephone lines.

12.2 WinWeb agrees to notify the Customer immediately upon becoming aware of an Event of Force Majeure and to use all reasonable endeavours to overcome the circumstances affecting its performance and fulfil all outstanding obligations as soon as practicable.

12.3 Either party may terminate this Agreement if WinWeb is prevented from performing its obligations because of an Event of Force Majeure for more than thirty (30) consecutive days.

13.1 The Customer shall not, without the prior written consent of WinWeb, sub-licence, assign or otherwise transfer or dispose of all or any part of its rights or obligations under this Agreement.

13.2 WinWeb shall be entitled to delegate or sub-contract the performance of all or any part of its obligations under or in connection with this Agreement to any third parties.

14.1 If at any time any provision of this Agreement is or becomes illegal, invalid or unenforceable in any respect under the law of any jurisdiction, that shall not affect or impair: -

14.1.1 the legality, validity or enforceability in that jurisdiction of any other provision of this Agreement; or

14.1.2 the legality, validity or enforceability under the law of any other jurisdiction of that or any other provision of this Agreement.

No delay, omission or forbearance by either party to exercise or enforce any right, power or remedy arising under or in connection with this Agreement shall operate as a waiver thereof, and any single or partial exercise or enforcement thereof shall not preclude any other or further exercise or enforcement thereof or the exercise or enforcement of any other right, power or other remedy.

The Customer consents to WinWeb using their personal information in accordance with WinWeb’s Privacy Policy, details of which can be accessed by clicking on this link.

All notices shall be made in writing and sent by prepaid first class post, by facsimile, e-mail or delivered by hand to, in the case of WinWeb, the address as detailed at Contact which can be accessed by clicking on this link and, in the case of the Customer, to the address notified to WinWeb by the Customer (or to such other address as each party may from time to time notify in writing to the other party). Any notice served by facsimile or e-mail shall be deemed served at the time of transmission provided the sender can show satisfactory transmission and posts a hard copy of the notice within 24 hours of service provided that if any such notice would otherwise be deemed to be served outside working hours, such notice shall be deemed to be served at the start of working hours on the next business day. Any notice served by post shall be deemed served two business days after the date of posting and any notice delivered by hand, upon delivery.

18.1 This Agreement constitutes the entire agreement and understanding between the parties relating to the subject matter hereof and supersedes all prior agreements, arrangements and undertakings between the parties relating to such subject matter. The Customer acknowledges that by entering into this Agreement it has not relied on any representations, promises or warranties (written or oral) which are not expressly set out in this Agreement and accordingly, any implied conditions, representations, warranties or other terms are, save as to fraud, hereby excluded to the fullest extent permitted by law.

18.2 It is acknowledged and agreed by both parties that neither the entry into nor the performance of the terms of this Agreement constitutes or shall constitute a partnership or joint venture between the parties.

18.3 Nothing in this Agreement shall be deemed or construed to constitute either party or any of its officers or employees, the agent or the legal representative of the other party for any reason whatsoever except only as and to the extent specifically stated in this Agreement and, except as so stated, neither party is hereby granted any right or authority to act for, or to incur, assume or create any obligation, responsibility or liability, express or implied, in the name of or on behalf of the other party or to bind the other party in any manner whatsoever.

18.4 WinWeb reserves the right to email users at random details about its products and services. There is no opt out option for this facility.

18.5 The OnlineOffice monthly subscription includes 10Gbytes of data transfer from the clients Web Site or e-Shop. WinWeb reserve the right to make a charge of £1 per Gbyte for usage over this figure. Details of the data transferred is displayed in a clients console.

No person other than the parties to this Agreement shall have any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any provision of this Agreement.

This Agreement shall be governed by and construed in accordance with English law and the parties hereto agree to submit to the exclusive jurisdiction of the English courts.

Unsolicited Idea Submission Policy

Neither Winweb International Limited nor any of its employees accept or consider unsolicited ideas. Please do not submit any original creative artwork, suggestions or other works. The sole purpose of this policy is to avoid potential misunderstandings or disputes when WinWeb’s products, services or marketing strategies might seem similar to ideas submitted to WinWeb. If, despite our request that you not send us your ideas, you still do, then regardless of what your communication states, then the following ‘Terms of Idea Submission’ shall apply to your idea submission:

By sending WinWeb any information or material, you grant WinWeb an unrestricted, irrevocable license to use, reproduce, perform, modify, transmit and distribute those materials or information, and you also agree that WinWeb is free to use all concepts, know-how or techniques that you send us for any purpose. You agree that: (1) your ideas will automatically become the property of WinWeb, without any compensation to you; (2) WinWeb can use the ideas for any purpose and in any way, even give them to others; (3) WinWeb will have no obligation to review your idea or respond to you in any way; and (4) WinWeb has no obligation to keep your idea confidential.

While WinWeb requests that you do not send your unsolicited ideas to us, we welcome feedback and comments regarding areas of WinWeb’s existing business. Please provide only specific feedback on WinWeb’s existing products or marketing strategies and do not include any ideas that WinWeb policies will not permit it to accept or consider. Please send any comments using the contact form found at “Contact us“.

Any feedback you provide at this site shall be deemed non-confidential. WinWeb shall be free to use such information on an unrestricted basis.

Trademark Information

A trademark or trade mark (represented by the symbol ™) or mark is a distinctive sign, word or indicator of some kind generally used by businesses to uniquely identify the source of its products. A trademark is a type of intellectual property.

Shown below is a list of the Winweb International Ltd’s marks reflecting the current registration status.

Registered Trademarks ®
WinWeb®
Shoppingworld®

Trademarks
Business’09™
ClimateByte™
OnlineOffice™
OnlineOffice Assistant™
SecureTec™
WebServices+™

All product names of third parties mentioned or referred to on the WinWeb website are acknowledged as the trademarks or registered trademarks of their respective owners. All trademarks are acknowledged.

The following is a list of third party marks, trademarks and registered trademarks.
Firefox is a trademark of Mozilla Foundation.
Google is a trademark of Google Inc.
Google Checkout is a trademark of Google Inc.
Hotmail is a trademark of Microsoft Corporation.
iLife is a trademark of Apple Inc.
Internet Explorer is a trademark of Microsoft Corporation.
iPhone is a trademark of Apple Inc.
Iris is a trademark IRIS Corporation Berhad.
iWork is a trademark of Apple Inc.
Mac is a trademark of Apple Inc.
Mamut is a trademark Mamut Corporation.
Motorola is a trademark Motorola Inc.
MS Office is a trademark of Microsoft Corporation.
MSN is a trademark of Microsoft Corporation.
MYOB is a trademark of MYOB Limited.
Nokia is a trademark of Nokia Corporation.
Office Depot is a trademark of Office Depot Corporation.
Opera is a trademark of Opera Software ASA.
PayPal is a trademark of PayPal Inc.
Quickbooks is a trademark of Intuit Inc.
Red Hat is a trademark of Red Hat, Inc.
Safari is a trademark of Apple Inc.
Sage is a trademark of Sage Software Inc.
Siemens is a mark of Siemens Corporation.
skype is a trademark of Skype Inc.
Sony Ericsson is a mark of Sony Ericsson Mobile Communications AB.
Telehouse is a trademark of Telehouse International Corporation.
Ubuntu is a trademark of Office Depot Corporation.
Westpac is a trademark of Westpac Banking Corporation.
Windows is a trademark of Microsoft Corporation.
Windows 98 is a trademark of Microsoft Corporation.
Windows ME is a trademark of Microsoft Corporation.
Windows Vista is a trademark of Microsoft Corporation.
Windows XP is a trademark of Microsoft Corporation.
Yahoo! is a trademark of Yahoo! Inc.

If you find an error, omission and / or misrepresentation of a mark, trademark or registered trademark, please contact us.