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Welcome to Siondo (collectively referred to as ?Siondo?, ?We?, ?Us?, or ?Our? in this Agreement). By using our Services on the Siondo website (www.siondo.com) and any other related websites where this agreement appears, you are agreeing to the following terms with Siondo Ltd., registered in England and Wales at Office 404, 4th Floor, Albany House, 324/326 Regent Street, London, W1B 3HH, United Kingdom(Comp. Reg. No.: 06390704), and the general principles for the websites of our subsidiaries and affiliates. Before you may become a member of the Siondo community, you must read and accept all of the terms and conditions in, and linked to, this Subscription Agreement, including the Siondo Privacy Policy. We strongly recommend that, as you read this Agreement, you also access and read the linked information. By accepting this Agreement, you also agree that your use and the use of your users of some websites we operate may be governed by separate user agreements and privacy policies. Furthermore, you agree that some Siondo Service Components and their use may be subject to separate user agreements. The Agreement that applies on any of our domains and sub-domains is always the agreement that appears at the bottom of each website. In case of component-specific user agreements, the applicable terms and conditions, including privacy are furnished within the software component?s documentation section.
Account refers to our records of your payments and outstanding Charges, plus your personal details, as well as information about your current Service selection and status.
Billing Date refers to the day on which your billing statement will be issued after your services have been activated.
Content denotes information, communications, images and sounds, software or any other material contained on or available through the Service.
Contract refers to the terms and conditions which are binding on both you and Siondo for the Service duration after the Service has been activated.
Customer Data is information or material that you and your Users submit to the Service in the course of using the Service. You, not Siondo, shall have sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness, and intellectual property ownership or right to use of all Customer Data.
Discount Period denotes a fixed period in which any Fees and/or Charges are subject to a discounted tariff. After the Discount Period the standard tariff applicable on the Order Date will apply.
Free Period means that we offer a 30-day free trial of all Siondo Services and when the Free Period expires, you will be charged in advanced the then-current Fees and Charges.
Initial Term means the initial period during which you are obligated to pay for the Service equal to the billing frequency selected by you during the subscription process.
Intellectual Property Rights means unpatented inventions, patent applications, patents, design rights, copyrights, trademarks, service marks, trade names, domain name rights, mask work rights, know-how and other trade secret rights, and all other intellectual property rights, derivatives thereof, and forms of protection of a similar nature anywhere in the world.
Monthly Charges are recurring monthly charges that are published on the Siondo website from time to time and are made for the rental of a Service.
My Account means Siondo?s online application that allows you, among other things, execute Service Changes, administer and manage Services, view billing history, pay bills, and contact Siondo.
Other Charges are Service usage Fees that are charged in advanced at the then-current rate on a ?Pay as You Use? basis. Other Charges are payable by you for Siondo Use Items such as Disk Space, Email Accounts, and/or any Siondo Use Items required for IICC usage.
Service Subscriptions entitle you to periodic use of or access to our Services
Site or Sites are Siondo-branded domains or sub-domains where this agreement appears which include, but are not limited to www.siondo.com.
Software as a Service (SaaS) is a software application delivery model where a software vendor develops a web-native software application and hosts and operates (either independently or through a third-party) the application for use by its customers over the Internet. Customers pay not for owning the software itself but for using it.
Privacy on the Siondo web site is of great importance to us. Our privacy rules in these terms have been created to show the integrity of Siondo and its level of commitment to the privacy of customer and non-customer information. Siondo does not release any identifying personal information about our customers or visitors apart from license verification, validation and upgrade services to registered partners of Siondo. All personal information collected by Siondo is used solely for internal purposes (marketing, informational notices, etc.). Any information you provide will be treated in accordance with Directive 95/46/EC of the European Parliament and of the Council of 24 October 1995 on the protection of individuals with regard to the processing of personal data and on the free movement of such data (the "EU Data Protection Directive"), and any implementing and/or amending legislation as may be adopted in EU Member States from time to time, as well as the Swiss Data Protection Act of 19 June 1999 and any implementing and/or amending legislation that may be adopted from time to time. Clauses 10/10.A below also set out how your data may be used. We reserve the right to change this Privacy Statement and will provide notification of the change at least thirty (30) business days prior to the change taking effect. If you have questions or concerns regarding this statement, you should contact Siondo?s security administrator by email at security@siondo.com or by regular mail addressed to Siondo Ltd, Attn: Security Administrator, Office 404, 4th Floor, Albany House, 324/326 Regent Street, London, W1B 3HH, United Kingdom.
Siondo?s website has security measures in place to help protect against the loss, misuse, and alteration of the Data under Siondo?s control. Siondo utilises some of the most advanced technology for Internet security available today. When you access our site using Netscape Navigator 6.0 or Microsoft Internet Explorer versions 5.5 or higher, Secure Socket Layer (SSL) technology protects your information using both server authentication and data encryption, ensuring that your data is safe, secure, and available only to registered Users in your organisation. Your data will be completely inaccessible to your competitors. Siondo also implements an advanced security method based on dynamic data and encoded session identifications, and hosts the Site in a secure server environment that uses a firewall and other advanced technology to prevent interference or access from outside intruders. Furthermore, Siondo requires a secure combination of unique subscription code, user name and password that must be entered each time a customer logs on. In addition signature codes can be used to further safeguard individual system functions on demand. All these safeguards help prevent unauthorised access, maintain data accuracy, and ensure the appropriate use of Data. Questions regarding Siondo?s security practices should be directed to Siondo?s Security Administrator by e-mailing to security@siondo.com, or by regular mail addressed to Siondo Ltd, Attn: Security Administrator, Office 404, 4th Floor, Albany House, 324/326 Regent Street, London, W1B 3HH, United Kingdom.
All Siondo services will be delivered as ?Software as a Service? (SaaS) through a subscription model over the Internet. You (?Subscriber? or ?Subscribers?) do not take ownership of the software, but select, rent and use interoperable and compatible components from Siondo?s current portfolio of software service components in accordance with the agreed payment and billing terms (see Charges and Payment of Fees) and subject to Service availability. Please visit our website (http://www.siondo.com/pricing) for current subscription rates and detailed information about all Siondo Services (http://www.siondo.com/services). All Siondo services will be charged to you and you shall pay all fees or charges in accordance with the fees, charges, and billing terms in effect at the time a fee or charge is due and payable. We offer a 30-day free trial of all Siondo software Services. As part of the Service, Siondo will provide you with use of the Service, including a browser interface and data encryption, transmission, access and storage. Your registration for, or use of, the Service shall be deemed to be your agreement to abide by this Agreement including any materials available on the Siondo-branded Sites incorporated by reference herein, including but not limited to Siondo? s privacy and security policies.
Siondo hereby grants you a non-exclusive, non-transferable, worldwide right to use the Service, solely for your own internal business purposes, subject to the terms and conditions of this Agreement (?Subscription License?). The Subscription License cannot be shared or used by more than one individual User but may be reassigned from time to time to new Users who are replacing former Users who have terminated employment or otherwise changed job status or function and no longer use the Service. All rights not expressly granted to you are reserved by Siondo and its licensors. You may not access the Service for purposes of monitoring its availability, performance or functionality, or for any other benchmarking or competitive purposes except with Siondo?s prior written consent. You may not access the Service if you are a direct competitor of Siondo. Specifically, You shall not (i) license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third party the Service or the Content in any way; (ii) modify or make derivative works based upon the Service or the Content; (iii) create Internet "links" to the Service or "frame" or "mirror" any Content on any other server or wireless or Internet-based device; or (iv) reverse engineer or access the Service in order to (a) build a competitive product or service, (b) build a product using similar ideas, features, functions or graphics of the Service, or (c) copy any ideas, features, functions or graphics of the Service save in so far as the law allows. Furthermore, you may use the Service only for your internal business purposes and specifically shall not: (i) send spam or otherwise duplicative or unsolicited messages in violation of applicable laws; (ii) send or store infringing, obscene, threatening, libellous, or otherwise unlawful or tortuous material, including material harmful to children or violative of third party privacy rights; (iii) send or store material containing software viruses, worms, Trojan horses or other harmful computer code, files, scripts, agents or programs; (iv) interfere with or disrupt the integrity or performance of the Service or the data contained therein; or (v) attempt to gain unauthorised access to the Service or its related systems or networks.
By applying for registration to use the Services offered on our Sites, you are required to give us contact information, such as your name, company name, address, phone number, and e-mail address, and financial qualification and billing information, such as billing name and address, and credit card number. You are responsible that all information supplied by you is correct. You also confirm that you are authorised to sign for a company or firm are duly authorised as a member or employee of a company, are in full contractual capacity and are able both to pay for the Services you requested and to meet your other obligations under this Agreement. You must notify Siondo if any of your details change. If we suspect, on reasonable grounds, that information given to us by you and/or any of your registered and authorised Users are not correct or contains false particulars, or that information has been supplied to us without the knowledge of you, we may delay Service Activation or suspend Services to you while we investigate further. Following our investigation, we will activate or reinstate the Services unless we have grounds to terminate. You acknowledge that you will have no claim against us in respect of any delay in Service Activation or Reconnection of Services caused as a result of the operation of this condition. You are responsible for all activity occurring under your User accounts and shall abide by all applicable local, state, national and foreign laws, treaties and regulations in connection with your use of the Service, including those related to data privacy, international communications and the transmission of technical or personal data. You shall: (i) notify Siondo immediately of any unauthorised use of any password or account or any other known or suspected breach of security; (ii) report to Siondo immediately and use reasonable efforts to stop immediately any copying or distribution of Content that is known or suspected by you or your Users; and (iii) not impersonate another Siondo user or provide false identity information to gain access to or use the Service.
Siondo does not own any data, information or material that you and your Users submit to the Service in the course of using the Service ("Customer Data"). You, not Siondo, shall have sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness, and intellectual property ownership or right to use of all Customer Data. Siondo shall not be responsible or liable for the deletion, correction, destruction, damage, loss or failure to store any Customer Data. You cannot transfer your Siondo account (including feedback) and Subscription Key and/or Username to another party without our consent. In the event this Agreement is terminated (other than by reason of your breach), Siondo will make available to you a file of the Customer Data within 30 days of termination if you so request at the time of termination. Siondo reserves the right to withhold, remove and/or discard Customer Data without notice for any breach, including, without limitation, your non-payment. Upon termination for cause, your right to access or use Customer Data immediately ceases, and Siondo shall have no obligation to maintain or forward any Customer Data.
When registering for the ?Services?, you are asked to provide an email address and set up a password to login to ?My Account?, a personalised Service Administration and Service Management Gateway accessible from the Siondo Site and/or from within ?Services? using the applicable Siondo links. You will need to verify your email before you can login to ?My Account? for the first time. Shortly after your registration and email verification, Siondo will activate your account and send you an email which includes your Account Number, your unique 8-Digit Subscription Key, your Username and Password. Keep these details secret and do not disclose them to anyone else. The Subscription Key, your Username and Password are your Administrator credentials to gain access to ?Services? at www.siondo.com. You may create additional user profiles by assigning other users with Login Keys, Usernames and Passwords to gain access to ?Services?. You agree to provide us with accurate information of your details and any User details and you understand that you are responsible for ensuring each User complies with all security procedures as notified to you by Siondo on this web-site, via email, or other means. You must use reasonable steps to keep the Subscription Key, User Names and Passwords secret and should only disclose it to the Users who use these credentials to gain access to ?Services?. You must ensure Users take all reasonable steps to keep their Log-in Keys, their User Names and Passwords secret and do not disclose these credentials to anyone else, including other Users, members of your staff, members of their families, Siondo staff or anyone at Siondo?s Service Centre. Siondo staff or anyone at Siondo?s Service Centre will identify you by your account number and your secret information provided during registration. You must not let anyone other than Users operate the ?Services? for You. If You or a User thinks a Login Key, Username and/or Password is known to someone else, you must ensure that you disable and/or change the compromised Login Key, Username and/or Password or notify Siondo immediately at security@siondo.com. If not changed and/or disabled by you already, Siondo will suspend that User's use of the known Login Key, Username and/or Password until new credentials have been set up.
We require customers who register to use the Services offered on our Sites to give us personal information, such as their name, company name, address, phone number, and e-mail address, and financial qualification and billing information, such as billing name and address, credit card number, and the number of users within the organisation that will be using the Service. You can update or remove your personal information at any time by logging into the Website and editing your profile within the My Siondo section. You can view your updated profile to confirm your edits have been made. Siondo uses the information that we collect to set up the Service for individuals and their organisations. As stated under clause 3 above all use of personal data is strictly in accordance with applicable data protection legislation. At the time you express interest in adding additional information, or when you register for the Service, we may also ask for additional personal information, such as title, department name, fax number, or additional company information, such as annual revenues, number of employees, or industry. You can opt out of providing this additional information by not entering it when asked. We may also use the information to contact you further to discuss your interest in Siondo, the Service that we provide, and to send information regarding Siondo or partners, such as promotions and events. You are invited to receive an email newsletter by providing an email address. Your email address and any personal information will not be distributed or shared with third parties. You can opt out of being contacted by us, or receiving such information from us, at any time by sending an email to opt-out@siondo.com. Separately, you are also asked to provide an email address when registering for the Service, in order to receive a username and password. We may also email information regarding updates to the Service or company, and will send a Customer Newsletter. Again, your email will not be distributed or shared and you can opt out of receiving any communication by emailing opt-out@siondo.com at the time it is distributed. Except as we explicitly state at the time we request information, or as provided for in the Siondo Subscription Agreement, we do not disclose to third parties the information provided. All financial and billing information that we collect through the Site is used solely to check the qualifications of prospective customers and to bill for the Service. Billing information is not used by Siondo for marketing or promotional purposes. Siondo uses a third-party intermediary to manage the credit card processing. This intermediary is solely a link in the distribution chain, and is not permitted to store, retain, or use the information provided, except for the sole purpose of credit card processing. Other third parties, such as content providers, may provide content on the web Site but they are not permitted to collect any information nor does Siondo share user information with these parties. You and/or your authorised Users will be using the Site to host data and information ("Customer Data"). Siondo will not review, share, distribute, print, or reference any such Data except as provided in the Siondo Subscription Agreement, or as may be required by law. Individual records may at times be viewed or accessed only for the purpose of resolving a problem, support issue, or suspected violation of the Subscription Agreement, or as may be required by law. Of course, you are responsible for maintaining the confidentiality and security of your user registration and password. Siondo may also collect certain information from visitors to and customers of the Site, such as Internet addresses. This information is logged to help diagnose technical problems, and to administer our Site in order to constantly improve the quality of the Service. We may also track and analyse non-identifying and aggregate usage and volume statistical information from our visitors and customers and provide such information to third parties. Our Sites may use cookies which are text files placed on the user?s computer to collect standard internet log information and visitor behaviour information in an anonymous form. The information generated by the cookie about the use of the website (including the user?s IP address) is recorded and then used to evaluate visitors? use of the website and to compile statistical reports on website activity for Siondo Ltd. We will not (and will not allow any third party) collect any personally identifiable information of visitors to our site via this means. We will not associate any data gathered from this site with any personally identifying information from any source as part of our analysis of site use and we will not associate your IP address with any other data held by us. The Interactive Advertising Bureau (IAB) is an industry body that develops standard and guidelines to support online business processes. It has produced a series of web pages which explain how cookies work and how they can be managed. If you choose to use our referral service for informing a friend about our site and Services, we ask them for the friend's name and email address. Siondo will automatically send the friend a one-time email inviting them to visit the site. Siondo does not store this information. It is your responsibility to obtain the friend?s permission for use of their personal data in this way and you will indemnify us for any liability if you fail to do so.
If you need to update or change registration information you may do so by editing the user or organisation record. To update a User Profile or to update organisational data, you need to login to ?My Account? at www.siondo.com to add or update this information. In ?My Account' you can also update your billing details including your preferred Payment Method (?My Account? requires your email address and password). To discontinue the Service, email cancellations@siondo.com or deactivate your subscription from within 'My Account'. Siondo will respond to your correction or update request within at most 14 days from the date of your request.
Siondo offers its visitors and customers a means to choose how we may use information provided. If, at any time after registering for information or ordering the Service, you change your mind about receiving information from us or about sharing your information with third parties, send us a request specifying your new choice which we will then put into effect. Simply send your request to opt-out@siondo.com.
Siondo reserves the right to modify the terms and conditions of this Agreement or its policies relating to the Service at any time, effective upon posting of an updated version of this Agreement on the Service. You are responsible for regularly reviewing this Agreement. Continued use of the Service after any such changes shall constitute your consent to such changes.
Siondo may give notice by means of a general notice on the Service; electronic mail to your e-mail address on record in Siondo?s account information, or by written communication sent by first class mail or pre-paid post to your address on record in Siondo?s account information. Such notice shall be deemed to have been given upon the expiration of 48 hours after mailing or posting (if sent by first class mail or pre-paid post) or 12 hours after sending (if sent by email). You may give notice to Siondo (such notice shall be deemed given when received by Siondo) at any time by any of the following: letter sent by confirmed facsimile to Siondo at the following fax number +44-(0)845 8620809 (whichever is appropriate); letter delivered by nationally recognised overnight delivery service or first class postage prepaid mail to Siondo at the following address (whichever is appropriate): Siondo Ltd., Office 404, 4th Floor, Albany House, 324/326 Regent Street, London, W1B 3HH, United Kingdom, addressed to the attention of: Chief Financial Officer.
Siondo alone (and its licensors, where applicable) shall own all right, title and interest, including all related Intellectual Property Rights, in and to the Siondo Technology, the Content and the Service, as well as any suggestions, ideas, enhancement requests, feedback, recommendations or other information provided by you or any other party relating to the technology, the content, and the service. This Agreement is not a sale and does not convey to you any rights of ownership in or related to the Service, the Siondo Technology or the Intellectual Property Rights owned by Siondo. The Siondo name, the Siondo logo, and the product names associated with the Service are trademarks of Siondo or third parties, and no right or license is granted to use them.
During use of the Service, you may enter into correspondence with, purchase goods and/or services from, or participate in promotions of advertisers, sponsors and/or other Siondo subscribers showing their goods and/or services through the Service. Any such activity, and any terms, conditions, warranties or representations associated with such activity, are solely between you and the applicable third-party. Siondo and its licensors shall have no liability, obligation or responsibility for any such correspondence, purchase or promotion between you and any such third-party. Siondo does not endorse any sites on the Internet that are linked through the Service. Siondo provides these links to you only as a matter of convenience, and in no event shall Siondo or its licensors be responsible for any content, products, or other materials on or available from such sites. Siondo provides the Service to you pursuant to the terms and conditions of this Agreement. You recognise, however, that certain third-party providers of ancillary software, hardware or services may require your agreement to additional or different license or other terms prior to your use of or access to such software, hardware or services.
The Siondo Sites contain links to other web sites. Siondo is not responsible for the privacy practices or the content of these other web sites. Customers and visitors will need to check the policy statement of these others web sites to understand their policies. Customers and visitors who access a linked site may be disclosing their private information. It is the responsibility of the user to keep such information private and confidential.
No agency, partnership, joint venture, employee-employer or franchisor-franchisee relationship is intended or created by this Agreement.
Siondo will provide you with your requested Service from the date on which the Service is activated for the minimum period of time specified in your order (?Initial Period?). Unless agreed otherwise, Siondo offers Monthly Subscription Contracts (?Contract?) without cancellation fees. All Siondo services will be charged to you as stated on the Siondo website in connection with your rental of respective Services and you shall pay all fees or charges in accordance with the fees, charges, and billing terms in effect at the time a fee or charge is due and payable. All payment obligations are non-cancellable and all amounts paid are non-refundable. You are responsible for all Charges in connection with the use of the Services on your account(s) for the entire Contract term, whether or not Services are actively used. We may charge interest on any overdue amounts payable from the due date until payment of all sums owing including interest (whether before or after judgment) at the rate of two (2.0%) percent per annum above the base rate of HSBC plc, or the maximum permitted by law, whichever is less, plus all expenses of collection. Where you buy as a consumer the services are provided immediately and you consent to the services starting immediately and therefore there is no right to cancel under distance selling legislation for that reason. All Siondo fees and charges are inclusive of all taxes, levies, or duties imposed by taxing authorities, and you shall be responsible for payment of all such taxes, levies, or duties. We offer a 30-day free trial for all Siondo Services (?Free Period?) and when the Free Period expires, you will be charged in advanced the then-current Fees and Charges. If any Fees and/or Charges are subject to a discount for a fixed period (?Discount Period?), after the Discount Period the standard tariff applicable on the Order Date will apply. Applicable Tariffs for Siondo Services are available at www.siondo.com/pricing. We may update the Siondo Service Guide periodically and may change the tariffs at any time by giving a thirty (30) day notice of such change on the website www.siondo.com/pricing, by email, mail or by some other means, before any such change to the charges takes effect. If you do not accept the changes you can cancel this agreement as set out in below. Any continued use of our Services by you and your Users will be deemed acceptance by you of the relevant change. After the Free Period, you will receive periodic invoices based on the agreed billing terms which, sum up your recurring monthly rental charges (?Monthly Charge?). Monthly Charges are published on the Siondo website from time to time and are made for the rental of a Service. The recurring rental Charges which apply to your Service for the Initial Period is the applicable tariff the date you place your order and are not subject to change for such Initial Period. Payments of these Charges must be made monthly in advance unless otherwise mutually agreed upon in an Order Form or through the Online Service Center. As part of the Service, we provide you with a limited amount of free Web space to start using the Service and/or to test all Siondo Services during the free trial period. When any of these free limits are exceeded, you will be charged in advanced the then-current monthly charges. You cannot increase your Web space during your 30-day free trial period and unless you have provided Siondo with your payment details. Applicable tariffs for Siondo Web space are available at www.siondo.com/pricing. Siondo provides a Standard Support Package for all Service subscribers for free and offers an Advanced Support Package on demand. The Standard Support Package provides you with 3 free support requests per calendar month. Unused free support requests cannot be carried over to the next month. Siondo will notify you when the free service request limit has been reached and then charge the then-current fee for every additional support request on a pay per request basis. You cannot purchase additional support request during your 30-day free trial period and unless you have provided Siondo with your payment details. You cannot ugrade to the Advanced Support Package during your 30-day free trial period and unless you have provided Siondo with your payment details. Applicable tariffs for Siondo support packages and support requests are available at www.siondo.com/pricing. Additional support requests purchased by you in one period will appear on the next period?s invoice (With Ref.: Support Requests from Previous Period).
You may Upgrade to and Downgrade (unsubscribe) from various available Siondo Services and Siondo features at any time (?Service Changes?) by executing an additional online Order or by submitting an online Unsubscribe request from within the Siondo My Account section. Service Changes will be effective immediately upon submission of the request by you. Siondo Service Upgrades will be subject to the following: (i) Siondo Service upgrades and additional features will be coterminous with the pre-existing terms (either Initial Term or renewal term); (ii) the Monthly Charge for superseding Siondo Services and any other added Siondo feature will be the then current, generally applicable fee; and (iii) Siondo Service upgrades and additional Siondo features added to a Contract in the middle of a billing month will be charged in full for next billing month after the Free Period expires, if applicable. Siondo Service Downgrades will be subject to the following: (i) Siondo Service downgrades and the removal of Siondo features will be coterminous with the pre-existing terms (either Initial Term or renewal term); (ii) the Monthly Charge for superseding Siondo Services and any Siondo features will be the then current, generally applicable fee; and (iii) Siondo Service downgrades and the removal of Siondo features from a Contract prior to the end of a billing month will be charged in full for the billing month, whether or not Services are actively used.
Siondo charges fees and collects them in advance for use of the Service. Siondo will automatically renew and bill your credit card, debit your card or issue an invoice to you on a monthly basis or as otherwise mutually agreed upon. The renewal charge will be equal to the then-current, generally applicable Charges and Fees; in effect during the prior term, unless Siondo has given you at least 30 days prior written notice of a fee increase, which shall be effective upon renewal and thereafter. You agree to provide Siondo with complete and accurate billing and contact information. This information includes your legal company name, street address, e-mail address, and name and telephone number of an authorised billing contact. You agree to update this information within 30 days of any change to it. If the contact information you have provided is false or fraudulent, Siondo reserves the right to terminate your access to the Service in addition to any other legal remedies. Unless Siondo in its discretion determines otherwise, all entities will be billed in their local currency and be subject to local payment terms and pricing schemes at the discretion of Siondo. If you believe your bill is not correct, you must contact Siondo in writing within 60 days of the invoice date of the invoice containing the amount in question to be eligible to receive an adjustment or credit.
In addition to any other rights granted to Siondo herein, Siondo reserves the right to suspend or terminate this Agreement and your access to the Service if your account becomes delinquent (falls into arrears). Delinquent invoices (accounts in arrears) are subject to interest (whether before or after judgment) at the rate of two (2.0%) percent per annum above the base rate of HSBC plc, or the maximum permitted by law, whichever is less, plus all expenses of collection. You will continue to be fully charged during any period of suspension. If you or Siondo initiates termination of this Agreement, you will be obligated to pay the balance due on your account computed in accordance with the Charges and Payment of Fees section above. You agree that Siondo may charge such unpaid fees to your credit card or otherwise bill you for such unpaid fees. Siondo reserves the right to impose a reconnection fee in the event you are suspended and thereafter request access to the Service. You agree and acknowledge that Siondo has no obligation to retain Customer Data and that such Customer Data may be irretrievably deleted if your account is 50 days or more delinquent.
This Agreement commences on the Effective Date. For all Siondo Contracts, the Initial Term will be as you have selected during the online subscription process or as otherwise mutually agreed upon, commencing on the date you agree to pay for the Service by completing the online subscription form or otherwise. Upon the expiration of the Initial Term, this Agreement will automatically renew for successive renewal terms equal in duration to the Initial Term at Siondo?s then current fees. Either party may terminate this Agreement, effective only upon the expiration of the then current Contract Term, by notifying the other party in writing at least five (5) business days prior to the date of the invoice for the following term. To discontinue the Service, email cancellations@siondo.com. In the case of free trials, notifications provided through the Service indicating the remaining number of days in the free trial shall constitute notice of termination. In the event this Agreement is terminated (other than by reason of your breach), Siondo will make available to you a file of the Customer Data within 30 days of termination if you so request at the time of termination. You agree and acknowledge that Siondo has no obligation to retain the Customer Data, and may delete such Customer Data, more than 30 days after termination.
Any breach of your payment obligations or unauthorised use of the Siondo Technology or Service will be deemed a material breach of this Agreement. Siondo, in its sole discretion, may terminate your password, account or use of the Service if you breach or otherwise fail to comply with this Agreement. In addition, Siondo may terminate a free account at any time in its sole discretion. You agree and acknowledge that Siondo has no obligation to retain the Customer Data, and may delete such Customer Data, if you have materially breached this Agreement, including but not limited to failure to pay outstanding fees, and such breach has not been cured within 30 days of notice of such breach. You are advised therefore always to back up such Data regularly.
Each party represents and warrants that it has the legal power and authority to enter into this Agreement. Siondo represents and warrants that it will provide the Service in a manner consistent with general industry standards reasonably applicable to the provision thereof and that the Service will perform substantially in accordance with the online Siondo help documentation under normal use and circumstances. You represent and warrant that you have not falsely identified yourself nor provided any false information to gain access to the Service and that your billing information is correct.
You shall indemnify and hold Siondo, its licensors and each such party's parent organisations, subsidiaries, affiliates, officers, directors, employees, legal representatives and agents harmless from and against any and all claims, costs, damages, losses, liabilities and expenses (including legal fees and costs) arising out of or in connection with: (i) a claim alleging that use of the Customer Data infringes the rights of, or has caused harm to, a third party; (ii) a claim, which if true, would constitute a violation by you of your representations and warranties; or (iii) a claim arising from the breach by you or your Users of this Agreement, provided in any such case that Siondo (a) gives written notice of the claim promptly to you; (b) gives you sole control of the defence and settlement of the claim (provided that you may not settle or defend any claim unless you unconditionally release Siondo of all liability and such settlement does not affect Siondo?s business or Services); (c) provides to you all available information and assistance; and (d) has not compromised or settled such claim. Siondo shall indemnify and hold you and your parent organisations, subsidiaries, affiliates, officers, directors, employees, legal representatives and agents harmless from and against any and all claims, costs, damages, losses, liabilities and expenses (including legal fees and costs) arising out of or in connection with a claim alleging that the Service directly infringes a copyright, a patent issued as of the Effective Date, or a trademark of a third party provided that you (a) promptly give written notice of the claim to Siondo; (b) give Siondo sole control of the defence and settlement of the claim (provided that Siondo may not settle or defend any claim unless it unconditionally releases you of all liability); (c) provide to Siondo all available information and assistance; and (d) have not compromised or settled such claim. Siondo shall have no indemnification obligation, and you shall indemnify Siondo pursuant to this Agreement, for claims arising from any infringement arising from the combination of the Service with any of your products, service, hardware or business process(es).
You agree that during the term of this Agreement Siondo may publicly refer to you, orally and in writing, as a customer of Siondo. Any other public reference to you by Siondo requires the written consent of you. You shall not without the written consent of Siondo (the giving of which consent shall be at the sole discretion of Siondo) use Siondo?s Name, the Siondo logo, and the Service names associated with Siondo in any format for any promotion, publicity, marketing or advertising purpose.
To ensure that all our customers receive quality service, Siondo randomly selects phone calls for monitoring. These calls, between you, your authorised users and Siondo employees, may be evaluated by supervisors. This is to guarantee that prompt, consistent assistance and accurate information is delivered in a professional manner.
Neither party is liable for any default or delay in the performance of any of its obligations under this Agreement (other than failure to make payments when due) if such default or delay is caused, directly or indirectly, by forces beyond such party?s reasonable control, including, without limitation, fire, flood, acts of God, labour disputes, accidents, acts of war or terrorism, interruptions of transportation or communications, supply shortages or the failure of any third party to perform any commitment relative to the production or delivery of any equipment or material required for such party to perform its obligations hereunder.
SIONDO CANNOT GUARANTEE CONTINUOUS OR SECURE ACCESS TO OUR SERVICES, AND OPERATION OF SIONDO SITES MAY BE INTERFERED WITH BY NUMEROUS FACOTRS OUTSIDE OUR CONTROL. SIONDO AND ITS LICENSORS MAKE NO REPRESENTATION, WARRANTY, OR GUARANTEE AS TO THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, TRUTH, AVAILABILITY, ACCURACY OR COMPLETENESS OF THE SERVICE OR ANY CONTENT. SIONDO AND ITS LICENSORS DO NOT REPRESENT OR WARRANT THAT (A) THE USE OF THE SERVICE WILL BE SECURE, TIMELY, UNINTERRUPTED OR ERROR-FREE OR OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEM OR DATA, (B) THE SERVICE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (C) ANY STORED DATA WILL BE ACCURATE OR RELIABLE, (D) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (E) ERRORS OR DEFECTS WILL BE CORRECTED, OR (F) THE SERVICE OR THE SERVER(S) THAT MAKE THE SERVICE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THE SERVICE AND ALL CONTENT IS PROVIDED TO YOU STRICTLY ON AN "AS IS" BASIS OTHER THAN AS WARRANTED EXPRESSLY IN THESE TERMS AND CONDITIONS. ALL CONDITIONS, REPRESENTATIONS AND WARRANTIES, WHETHER STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF THIRD PARTY RIGHTS, ARE HEREBY DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW BY SIONDO AND ITS LICENSORS. NOTHING IN THIS AGREEMENT HOWEVER SHALL EXCLUDE OR LIMIT LIABILITY FOR DEATH OR PERSONAL INJURY CAUSED BY NEGLIGENCE NOR FOR FRAUDULENT MISREPRESENTATION.
SIONDO'S SERVICES MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS. SIONDO IS NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES, OR OTHER DAMAGE RESULTING FROM SUCH PROBLEMS.
IN NO EVENT SHALL EITHER PARTY'S AGGREGATE LIABILITY EXCEED THE AMOUNTS ACTUALLY PAID BY AND/OR DUE FROM YOU IN THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM. IN NO EVENT SHALL EITHER PARTY AND/OR ITS LICENSORS BE LIABLE TO ANYONE FOR ANY INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR OTHER DAMAGES OF ANY TYPE OR KIND (INCLUDING LOSS OF DATA, REVENUE, PROFITS, USE OR OTHER ECONOMIC ADVANTAGE) ARISING OUT OF, OR IN ANY WAY CONNECTED WITH THIS SERVICE, INCLUDING BUT NOT LIMITED TO THE USE OR INABILITY TO USE THE SERVICE, OR FOR ANY CONTENT OBTAINED FROM OR THROUGH THE SERVICE, ANY INTERRUPTION, INACCURACY, ERROR OR OMISSION, REGARDLESS OF CAUSE IN THE CONTENT, EVEN IF THE PARTY FROM WHICH DAMAGES ARE BEING SOUGHT OR SUCH PARTY'S LICENSORS HAVE BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. HOWEVER NOTHING IN THIS CLAUSE SHALL LIMIT LIABILITY FOR DEATH OR PERSONAL INJURY CAUSED BY NEGLIGENCE NOR FOR FRAUDULENT MISREPRESENTATION.
These terms are subject to English law. In the event of any dispute the English courts shall have non-exclusive jurisdiction.
Except as expressly stated herein nothing in this Agreement shall confer a benefit on a third party whether under the Contracts (Rights of Third Parties) Act or otherwise.
These terms and any other terms or documents referred to herein are the entire agreement between us and supersede all prior agreements and representations. Where there is any conflict between these terms and any other terms or documents these terms shall prevail.
Failure by us to enforce a right will not affect is subsequent enforcement
Siondo Ltd., registered in England and Wales at Office 404, 4th Floor, Albany House, 324/326 Regent Street, London, W1B 3HH, United Kingdom is the data controller of all personal data hereunder. Siondo?s company number is 06390704. Siondo is registered for VAT. The VAT registration number is GB931600849. You may contact Siondo by Tel +44-(0)207 381 5538, Fax +44-(0)845 8620809 and/or Email info@siondo.com.
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