Provision of the Service
If the Service is to be provided by a date specified by the Customer or Empower Inc, such date shall be treated as an estimate only and Empower Inc does not accept any liability for any future to meet the date. It is technically impracticable to provide the Service free of faults and Empower Inc does not undertake to do so. Empower Inc will correct reported faults as soon as it reasonably can during the “snagging” period agreed.
The Customer agrees to pay all charges for the Service as specified in the Order. Payments are not refundable unless by prior agreement and specified with the Order. Charges are payable in advance. Unless Empower Inc notifies the Customer to the contrary, the Customer’s liability for hosting charges will start from the first day of the Minimum Period of Service.
Update Contracts, Content Management Contracts
Definition of content update; the deletion of text or photographs and replacement thereof i.e. like for like alterations not creative alterations. Whilst Empower Inc will make every endeavour to carry out instructions accurately, it is the responsibility of the client or reseller to proof alterations, information or details. Security
The Customer is responsible for the security and proper use of user names, passwords and security passwords used in connection with the Service and must take all necessary steps to ensure that they are kept confidential, used properly and not disclosed to unauthorised people. The security passwords must not be disclosed to any third parties. The Customer must immediately inform Empower Inc if there is any reason to believe that a user name, password or security password has or is likely to become known to someone not authorised to use it or is being or is likely to be used in an unauthorised way.
Use of Service
The Customer must ensure that a contact name and telephone number are included in clear and legible form on its web site for receipt of any enquiries or complaints that may arise in relation to Information, Third Party Information or other material published on the web site. Empower Inc reserves the right to disclose to any person with an enquiry or complaint the contact name and telephone number if such person cannot locate these details on the Customer’s web site.
The Customer shall keep in confidence any information of a confidential nature relating to the Service obtained from Empower Inc under this Contract and must not disclose such information to any other person without Empower Inc prior written consent, provided that this restriction does not apply to information which is: 1 In the public domain otherwise than in breach of this Contract; 2 lawfully obtained from a third party which is free to disclose it; 3 required to be disclosed by law or a competent authority; 4 in the lawful possession of the Customer prior to disclosure. The restrictions in this paragraph shall survive the termination or expiry of this contract. Breaches of the Contract: Empower Inc can also terminate this Contract if the Customer is the subject of a bankruptcy order, or becomes insolvent, or makes any arrangement or composition with or assignment for the benefit of its creditors or if any of its assets are the subject of any form of seizure or goes into liquidation, either voluntary (otherwise than for reconstruction or amalgamation) or compulsory, or if a receiver or administrator is appointed over its assets. The Customer will remain liable to pay all charges which are due for the Service during any period in which the Customer does not comply with this Contract. Empower Inc Liability
The Customer accepts that Empower Inc is under no obligation to monitor or approve Information and Third Party Information and that Empower Inc does not examine the use to which customers put the Service.
The Customer must indemnify Empower Inc against any claims or legal proceedings that anyone (other than the Customer) threatens or makes against Empower Inc because of the way the Service is used or because the Service is a liability or cannot be used.
Neither party may assign any rights or obligations under this Contract without the written consent of the other, save that Empower Inc may assign or transfer its rights or obligations to any Empower Inc Group Company without consent.
Matters Beyond the Parties’ Reasonable Control
If either Empower Inc or the Customer is unable to perform any obligation under this Contract because of a matter beyond its reasonable control such as lightning, flood, exceptionally severe weather, fire, explosion, war, civil disorder, industrial disputes (whether or not involving its employees), or acts of local or Central Government or other competent authorities, it will have no liability to the other party.
Intellectual property rights in any software or documentation supplied by Empower Inc to the Customer remain the property of Empower Inc or its licensors. The Customer agrees to comply with the terms of any agreements reasonably required by the owner of intellectual property rights in any such software or documentation relating to the protection of those rights. Subject to the terms of this Contract, Empower Inc grants the Customer the non-exclusive right to use such software or documentation in connection with the Service. The Customer must not copy or modify the software ; or create any new software partly or wholly based on the software. The Customer must not transfer or assign the right to use the software or attempt to do so.
This Contract contains the necessary agreement between the parties relating to its subject matter and supersedes all previous written or oral agreements relating to it.