Terms and Conditions

For support please email: support@moon.co.it

1 ABOUT US

1.1 About us

“We”, “us” or “our” means Mooncomputers Limited, a company registered in England and Wales under company number 04509176 and with registered office at 3 Warren Yard Warren Park, Stratford Road, Milton Keynes, Buckinghamshire, MK12 5N.

1.2 These General Terms

These General Terms govern your submission of an order to us for our provision of services to you. By submitting your details to us for registration for an account, you agree to be legally bound by these General Terms and the relevant Schedules (as defined below).

1.3 The Schedules

Specific terms for our provision of particular services and goods to you are set in the agreed contract in the form of Schedules (as defined below). If you submit an order for specific services, you agree to be legally bound by the relevant Schedules (as defined below) as well as these General Terms.

1.4 Changes to the Terms and Conditions

We reserve the right to amend the Terms and Conditions (as defined below) at any time. All amendments to the Terms and Conditions will be posted on the Website and emailed to you. If you do not like the changes we make, you can terminate this Agreement – please see Clause 13.2.1 for more information. Continued use of the Services will, however, be deemed to constitute acceptance of the new Terms and Conditions. No other terms or changes to the Terms and Conditions will be binding unless agreed in writing signed by us.

1.5 DEFINITIONS

“Mooncomputers (us, our)” the Product vendor as identified on your invoice and, where relevant, Service Provider.
“Party” either us or you, and “Parties” shall mean both of us and you;
“Order Confirmation” formal acknowledgement of Product ordered by you, sent by Mooncomputers.
“Price” stated in Order Confirmation.
“Product” as described in Order Confirmation, may include Mooncomputers-branded products, 3rd Party Products and Service Offerings.
“Service Offering” as described in Order Confirmation and Mooncomputers Service description document.
“Service Provider” Mooncomputers or its authorised Service experts.
“Software” computer operating systems, middleware or applications.
“Integration Material (IM)” 3rd party products or products specified or provided by you.
“CFI: Custom Factory Integration” a Service for Business Users combining Business User specified software & hardware with Product(s) at the time of manufacture which may include image & applications loading & maintenance, software integration, hardware integration &/or asset management services
“Service” means general service and support carried out by Mooncomputers or Service Provider in accordance with the Service Offering, including Customer Factory Integration Services.
“Account” has the meaning given to it in Clause 4.1;
“Agreement” the legal and binding agreement that is in place, on the basis of these General Terms and the relevant Schedule(s), for us to provide certain services to you once you have submitted to us an Order and we have issued to you an Order Acceptance. If you make more than one Order, each Order shall, if subject to an Order Acceptance, constitute a separate “Agreement”;
“Breach of Duty” the breach of any: (i) obligation arising from the express or implied terms of a contract to take reasonable care or exercise reasonable skill in the performance of the contract; or (ii) common law duty to take reasonable care or exercise reasonable skill (but not any stricter duty);
“Business Customer” you are a business customer if you enter into the Agreement and you are not a Consumer;
“Business Day” any day other than: (i) a Saturday; (ii) a Sunday; or (iii) a day when the clearing banks in the City of London are not physically open for business;
“Business Hours” 9.00am to 5.00pm on Business Days;
“Confidential Information” any information in any form or medium obtained by or on behalf of either Party from or on behalf of the other Party in relation to this Agreement which is expressly marked as confidential or which a reasonable person would consider to be confidential, whether disclosed or obtained before, on or after the date of this Agreement, together with any reproductions of such information or any part of it;
“Consumer” you are a consumer if, in entering into this Agreement, you are an individual acting for purposes which are wholly or mainly outside of your trade, business, craft or profession;
“Data Controller” has the meaning given to it by GDPR;
“Data Processor” has the meaning given to it by GDPR;
“Data Sharing Appendix” the information appended to, or included in, the Order setting out the nature and the purpose of Processing under this Agreement;
“Data Subject” has the meaning given to it by GDPR;
“Data Protection Laws” in relation to any Personal Data which is Processed in the performance of this Agreement, the Data Protection Act 1998, EU Data Protection Directive 95 / 46 / EC, the General Data Protection Regulation (EU 2016/679) (“GDPR”), the Investigatory Powers Act 2016, Telecommunications (Lawful Business Practice), the Privacy and Electronic Communications Directive 2002 / 58 / EC, the Privacy and Electronic Communications (EC Directive) Regulations 2003 (SI 2003 / 2426), in each case together with all laws implementing or supplementing the same and any other applicable or equivalent data protection or privacy laws, and all other applicable law, regulations and codes of conduct relating to the processing of personal data and privacy, including the guidance and codes of practice issued by a relevant Supervisory Authority;
“Fees” the fees payable by you to us for our provision to you of the Services and goods, as set out in each quote for each relevant Service, and otherwise on the Website at the time that you submit your Order to us and confirmed in the Order Acceptance;
“Intellectual Property Rights” copyright and related rights, trademarks and service marks, trade names and domain names, rights under licences, rights in get-up, rights to goodwill or to sue for passing off or unfair competition, patents, rights to inventions, rights in designs, rights in computer software, database rights, rights in confidential information (including know-how and trade secrets) and any other intellectual property rights, in each case whether registered or unregistered and including all applications (or rights to apply) for, and renewals or extensions of, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world;
“Liability” liability in or for breach of contract, Breach of Duty, torts (including negligence and intentional torts), deliberate breach (including deliberate personal repudiatory breach), misrepresentation, restitution or any other cause of action whatsoever relating to or arising under or in connection with this Agreement, including liability expressly provided for under this Agreement or arising by reason of the invalidity or unenforceability of any term of this Agreement (and, for the purposes of this definition, all references to “this Agreement” shall be deemed to include any collateral contract);
“Material” material that you upload (or permit to be uploaded) onto our servers as part of our provision of the Services, including any and all materials, works of authorship, software, files, multimedia and audiovisual material, tools, processes, systems, manuals, databases, database structures, a website’s “look and feel”, content, documents, records, reports, ideas, know-how, information, text, data, diagrams, artwork, screenshots, drawings, plans, descriptions, specifications, images, graphics, domain names and marks (in whatever form and on whatever media);
“Personal Data” has the meaning given to it by GDPR, and relates only to personal data, or any part of such personal data, of which you are the Data Controller and in relation to which we are the Data Processor and providing services under this Agreement;
“Personal Data Breach” has the meaning given to it by GDPR;
“Process” and Processing” has the meaning given to it by GDPR;
“Schedule” a schedule containing a specific description of particular Services to be provided by us to you;
“Services” the services and online products that we provide to you under this Agreement, some of which may be more particularly described in the relevant Schedule(s);
“Special Categories of Personal Data” those categories of data listed in Article 9(1) GDPR;
“Supervisory Authority” means (a) an independent public authority which is established by a Member State pursuant to Article 51 GDPR; and (b) any similar regulatory authority responsible for the enforcement of Data Protection Laws;
“Support Services” has the meaning given to it in Clause 8.1;
“Terms and Conditions” these General Terms and the Schedules; and
“you” or “your” our customer who registered for an account on the Website to submit an order to us for the receipt of services from us;
1.5.2 references to “Clauses” are to clauses of these General Terms;
1.5.3 references to “Paragraphs” are to paragraphs in a Schedule;
1.5.4 the headings are inserted for convenience only and shall not affect the interpretation or construction of these General Terms or any Schedule;
1.5.5 words imparting the singular shall include the plural and vice versa. Words imparting a gender shall include the other gender and the neutral, and references to persons shall include an individual, company, corporation, firm or partnership;
1.5.6 reference to “written” or in “writing” includes the electronic form;
1.5.7 references to “includes”, “including”, “in particular” or “for example” or like words shall be deemed to be followed by the words “without limitation”; and
1.5.8 references to any statute or statutory provision shall include any subordinate legislation made under it, any provision which it has modified or re-enacted (whether with or without modification) and any provision which subsequently supersedes it or re-enacts it (whether with or without modification).

2. APPLICATION

This Agreement applies to this sale, Goods & Service and all statements made by Mooncomputers in brochures, price lists, adverts, quotations, on the internet or verbally. Any variations to this Agreement must be confirmed by Mooncomputers in writing. Any other Terms and Conditions are excluded. Placing your order means acceptance of this Agreement. This Agreement does not apply to Product purchases from a reseller or distributor nor is it a reseller or distribution agreement.

2.1 AGE RESTRICTION

By registering for an Account and submitting an Order, you warrant that you are at least 18 years of age.

2.2 QUOTATIONS/ORDERS/CONTRACT

Quotations are only valid in writing and during the period that they state. If un-stated, the period is 10 days (incl. 3rd Party Products). Orders may be received by writing, internet, telephone or fax but are only binding when accepted by Mooncomputers in a written Order Confirmation. Please check the Order Confirmation and notify Mooncomputers of any mistake in writing immediately or the details stated in the Order Confirmation will apply to this Agreement. Mooncomputers reserves the right to change Products (incl. 3rd Party Products) at any time but Mooncomputers guarantees you at least equivalent functionality and performance.

2.3 PRICE & PAYMENT TERMS

Products and Service Offering prices, tax, shipment, insurance and installation are as shown on your invoice. Changes to exchange rates, duties, insurance, freight and purchase costs (incl. for components & Services) may cause Mooncomputers to adjust prices accordingly. Payment will be made before supply or Service or, if agreed, within 30 days of the invoice date without further notice from Mooncomputers. Payment timing is of the essence. Mooncomputers may suspend deliveries or Service until full payment for that order. If payment is late, and you purchase as a company, the maximum statutory interest rate will apply on the late amount and if you purchase as a Consumer, interest will be at 2% above the minimum lending rate on the late amount. In either case, the costs of recovery shall be payable by you. Cheques may only be accepted conditionally.

2.4 DELIVERY/TITLE/RISK

The delivery period in the Order Confirmation is approximate. Delivery by instalments may be made. The place of delivery is stated in the Order Confirmation. Title to Product passes on full payment and until then you must insure and store our goods separately and you may not modify, pledge or sell them. Mooncomputers may enter the storage premises to repossess the goods. Should you sell them before title passes, you will become Mooncomputers’ agent and the proceeds of that sale shall be held on our behalf, separately from your general funds. Mooncomputers may sue for the Price before title passes. If you refuse delivery without Mooncomputers’ agreement, you must pay Mooncomputers’ expenses or loss resulting from that refusal, including storage costs, until you accept delivery. Risk of the loss of the goods passes to you on delivery.

2.5 ACCEPTANCE

When you receive Product you must inspect it for any defects or non-conformity within 7 days. After this period, you will have accepted Product. If Mooncomputers agrees to the return of Product at its choosing, it must be in its original condition with packaging, a return note and proof of purchase; the return costs may also be payable by you.

2.6 WARRANTY

Unless otherwise stated, Mooncomputers guarantees to you that products will be free from defects for 12 months from delivery and spare parts for 90 days from installation or delivery date, whichever is the earlier. Should Product be defective within this period, Mooncomputers will repair or replace Product within a reasonable time. All reasonable care and endeavour shall be used to resolve problems within a realistic period in the circumstances. Mooncomputers manufactures and repairs using components, which are new or equivalent to new in accordance with industry standards and practice. Notebook batteries are delivered with one-year warranty (not upgradeable). Mooncomputers warranty is given in place of all implied warranties and that such implied warranties are excluded to the fullest permitted extent. Mooncomputers may revise its limited warranties from time to time but any such change will not affect products ordered by you prior to the date of such change.
Mooncomputers does not give a warranty guarantee protection for:
i. damage caused by incorrect installation, use, modifications or repair by any unauthorised 3rd party or yourself;
ii. damage caused by any party (except Mooncomputers) or other external force;
iii. fitness for any particular purpose;
iv. 3rd Party Products, Software and IM specified by you. You will receive the warranty or licence for these products directly from their manufacturer or licensor;
v. any instruction given by you and correctly performed by Mooncomputers.

2.7 SERVICES

will be provided by Mooncomputers or Service Provider. Response times are estimates and may vary according to the remoteness or accessibility of Product location. Service may be provided via telephone or internet where appropriate. You must allow Mooncomputers to examine Product at your or Mooncomputers’ premises (at our choosing). Mooncomputers owns any replaced Product or parts resulting from repair and will charge Customer if these are not returned upon request.

Unless stated in Service Offering, the following are excluded from Service: work outside local working hours, weekends or on public holidays, items excluded from Warranty, changes to configuration, relocation, preventative maintenance, consumables, diskettes, unnecessary work in Mooncomputers’ assessment, electrical environment, transfer of data or Software, viruses. 3rd Party Products will be repaired according to manufacturer
6 or licensor warranty. Parts not critical to Product function (e.g.: hinges, doors, cosmetic features, frames) may not be serviced within Service Offering time period.

2.8 CUSTOM FACTORY INTEGRATION

Custom Factory Integration (CFI) Services may be provided by Mooncomputers in accordance with Customer’s instructions and technical specifications. You will specify and provide IM or Mooncomputers may obtain IM at your instruction. Mooncomputers will indicate acceptance and/or validation of IM, then will integrate IM into Product, producing a CFI Product. Mooncomputers may install CFI Product under your instruction or under Mooncomputers technical advice, if agreed. Mooncomputers will not carry out CFI work if it is not technically feasible in our view.

3. EFFECT

3.1 APPLICATION of these General Terms

These General Terms shall apply to all Orders and to all Agreements. When you submit an Order to us, this shall always constitute your unqualified acceptance of these General Terms and the relevant Schedules. If you are a Consumer, nothing in this Agreement affects your statutory rights.

3.2 Any other terms

This Agreement shall prevail over any separate terms put forward by you. Any conditions that you submit, propose or stipulate in whatever form and at whatever time, whether in writing or orally, are expressly waived and excluded.

3.3 Entire Agreement (if you are a Business Customer)

If you are a Business Customer, these General Terms, the Order Acceptance, the relevant Schedules, our Privacy Policy and Cookies Policy and Terms of Use constitute the entire agreement between you and us. You acknowledge that you have not relied on any statement, promise or representation made or given by or on behalf of us which is not set out in these General Terms, the Order, the relevant Schedules, our Privacy Policy and Cookies Policy and Terms of Use.

3.4 Authority (if you are a Business Customer)

You confirm that you have authority to bind any business on whose behalf you use the Website to submit an Order.

3.5 Conflict

In the event of any conflict between the provisions of these General Terms and the provisions of the Schedules and the Order Acceptance, then the following order of precedence shall apply:
3.5.1 the Order Acceptance prevails over
3.5.2 these General Terms, which prevail over
3.5.3 the Schedules.

4. REGISTRATION FOR AN ACCOUNT

4.1 Need for an Account

If you would like to place an Order through the Website, you will need to register for an account on the Website which you will be able to access through the “My Account” part of the Website, and by which you will be able to change the details that we hold about you and administrate the Services that we provide to you (“Account”). You may browse the Website without registering for an Account, but, to submit an Order, you must register for an Account.

4.2 If you have an Account

If you already have an Account, you can login to your Account to submit an Order.

4.3 If you do not have an Account

If you do not have an Account, to submit an Order you will need to register for an Account. To register, you need to supply us with your name, address, email address, a password and possibly some other personal information. See our Privacy Policy and Cookies Policy for more details about this. You can provide us with that information by filling in the necessary information on the Website manually where indicated and then following the instructions on the Website.

4.4 Registering for an Account

Once you register for an Account, you will be asked to create a username and password for your Account. You may change this password by accessing your Account and following the instructions. You must keep the password confidential and immediately notify us if there is any unauthorised use of your email address or your Account or any breach of security otherwise known to you. You acknowledge that any person to whom your username or password is disclosed is authorised to act as your agent for the purposes of using (and/or transacting via) your Account. Please note that you will be entirely responsible if you do not maintain the confidentiality of your password.

4.5 Valid email address

You must be registered for an Account with a valid email address that you access regularly, so that, amongst other things, we can send administration and information emails to you. Any Account registered with another person’s email address or with a temporary email address may be closed by us without notice. We may also require you to validate your Account at registration or if we believe that you have been using an invalid email address.

4.6 Rejection

We reserve the right to reject any registration for an Account and to refuse use of or access to the Website to anyone for any reason, at our absolute discretion.

5. PLACING AN ORDER AND FORMING AN AGREEMENT

5.1 Registration

Once you have registered for an Account, you will be able to place an Order.

5.2 Selection of Services

By following the instructions on the Website, you will be able to select those Services in relation to which you would like to submit an Order.

5.3 Confirming your Order

Before submitting an Order, you will be shown a webpage listing the Services you have selected together with the Fees payable for those Services. You will be given an opportunity to correct any errors in your selections prior to submitting your Order. Unless otherwise stipulated on the Website or agreed in writing by us, all Fees are payable in the currency then in force in England (i.e. currently pounds sterling).

5.4 Payment of Fees

The Fees are payable by you in advance at the intervals specified in the Order Acceptance in respect of the Services you will be receiving, and you will pay the first tranche of Fees to us in advance at the time that you submit your Order.

5.5 Having sufficient funds

Paying by debit card we will ask you to provide details of a payment card or account, and you must be fully entitled to use that card or account. That card or account must have sufficient funds to cover the payment(s) to be made to us.

5.6 Subject to these General Terms and the Schedules

When you submit an Order to the Website, you agree that you do so subject to these General Terms and the relevant Schedules current as at the date on which you submit your Order. It is your responsibility to review the latest General Terms and the relevant Schedules each time you submit an Order.

5.7 Order is an offer only

You Order is an offer to purchase Goods & Services from us, and it remains an offer until we issue our Order Acceptance or when we receive your notice that you would like to cancel your Order, whichever is earlier.

5.8 Accepting your Order

We shall not be obliged to provide any Goods or Services to you until we have accepted your Order for those Services. We may refuse to accept your Order for any reason (at our absolute discretion). Any Order Acknowledgement that we send to you, whether by email, letter or by any other media, is for your information only and is not an Order Acceptance. An Order Acknowledgement may contain an Order number and details of your Order. This Agreement will be formed when we accept your Order and become legally bound to provide the Services to you. Such acceptance takes place when we expressly accept your Order by sending you an Order Acceptance, whether by email, letter or any other media, which shall state that we are accepting your Order. An Order Acceptance shall take effect when it has been sent to you by us.

5.9 Invoicing

We may send you an invoice at any time after we have sent you an Order Acceptance.

5.10 Cancelling before acceptance

Until we have sent you an Order Acceptance, we reserve the right to refuse to process your Order, and you reserve the right to cancel your Order. If we or you cancel your Order before we have sent you an Order Acceptance, then we will arrange for you to be refunded any Fees that you have already paid in respect of that Order.

5.11 Mistakes in your Order

If, after submitting your Order, you realise that you have made a mistake in your Order, please contact us as soon as possible using the support ticketing system available through your Account.

5.12 Charges and payment

The Customer shall pay the Monthly Helpdesk Fee, any Monthly BACKUP & SERVER Fees, any Monthly Asset Reporting Fee, any Monthly Telecommunications Fees, any MS Office 365 Fees and the Other Fees set out in in the contract for Managed Services and the Purchased Hardware Costs.

The Supplier shall increase the Monthly BACKUP & SERVER Fees, the Monthly Telecommunications Fees, the MS Office 365 Fees and the Other Fees set out in in the contract at any time during the course of this agreement in line with any increases in the corresponding fees imposed by the relevant third party supplier of those products, services or Software.

The Supplier may increase the Monthly Helpdesk Fee on an annual basis during the life of the contract in each year in line with the greater of 5% and the percentage increase in the Retail Prices Index in the preceding 12-month period if the contract length is longer than 1 year.

6. PROVISION OF THE SERVICES

6.1 Activation

When we send you an Order Acceptance, we will activate the Services that are the subject of your Order. We inform you of such activation in the Order Acceptance.
6.2 Term
Following the date of the Order Acceptance, this Agreement will continue in force until otherwise terminated in accordance with this Agreement.

6.3 Services

We shall provide to you the Services that are set out in the Order Acceptance that are the subject of this Agreement. We warrant that:
6.3.1 we shall use our reasonable skill and care in providing the Services;
6.3.2 our employees, agents and subcontractors have the necessary skill to provide any Services;
6.3.3 any Services will be provided in a professional, competent and workmanlike manner;
6.3.4 we have all necessary consents, rights and permission to enter into, and perform our obligations under, this Agreement; and
6.3.5 we shall comply with all applicable laws, statutes, regulations and bye-laws in relation to the exercise of our rights and performance of our obligations under this Agreement.

6.4 No warranty

We do not warrant that the Services will meet your individual requirements. We are not responsible for any people, equipment, deliverables or services that we are not expressly stipulated to provide in this Agreement. You are responsible for any people, equipment, deliverables and services that you need to obtain from someone other than us. Except for any matter in relation to which we specifically agree in writing to advise or do, we shall not be responsible, or have any Liability (subject to Clause 18.3 or Clause 19.3 (as applicable)) for advising on, or failing to advise on, or doing, or failing to do, anything else.

6.5 “Unlimited” features

Where we say, in this Agreement or on the Website generally, that features of the Services are “unlimited”, that is always subject to:
6.5.1 fair use;
6.5.2 your use of the Services for what a reasonable person might consider to be the provision of a publicly available website;
6.5.3 Clause 7.12; and
6.5.4 your compliance with Clauses 7.2.11(e), 7.8, 7.10 and 7.11.

6.6 No guarantee

We do not warrant that the Services (including any access to your Account) will be uninterrupted, error-free or secure from unauthorised access, or that they will meet your individual requirements. Whilst we use our reasonable endeavours to make the Services available, we shall not have any Liability (subject to Clause 18.3 or Clause 19.3 (as applicable)) if for any reason the Services are unavailable for any time or for any period. We make no warranty that your access to the Services will be uninterrupted, timely or error-free. Due to the nature of the Internet, this cannot be guaranteed. However, we will use our reasonable endeavours to ensure at least a 99.9% uptime Services AVAILABILITY level.

6.7 Improvements

We reserve the right, at any time, to carry out repairs, maintenance or introduce new facilities and functions in respect of all or any part of the Services. If you do not like the changes we make, you may terminate this Agreement in accordance with Clause 13.2.1.

6.8 Monitoring

We will monitor our provision of the Services using our own monitoring tools. We will only rely on our own monitoring tools to assess the performance of the Services, and we will not consider or accept any results, reports or data from your monitoring tools in relation to the Services.

6.9 Timescales

We shall use our reasonable endeavours to perform our obligations under this Agreement within any timescales set out in this Agreement. However (subject to Clause 18.3 or Clause 19.3 (as applicable)), we shall not have any Liability for any delays or failures to accurately perform our obligations:
6.9.1 if we have used those endeavours; or
6.9.2 if caused by any failure or delay on your part or by any breach by you of this Agreement or any other agreement between us and you.
If there is any slippage in time, we shall use our reasonable endeavours to reschedule delayed tasks to a mutually convenient time.

6.10 Our responsibility

Except as specifically stipulated in this Agreement, we shall not be responsible for providing or achieving any particular results or outcomes or within a particular time.

6.11 Exclusions

Except where expressly stated in this Agreement, we exclude all conditions, warranties, terms and obligations, whether express or implied by statute, common law or otherwise, to the fullest extent permitted by law in respect of the Services.

6.12 Our access

Where necessary, we may need to access your Services and Material, and you acknowledge that we may make such access without informing you (subject always to Data Protection Laws, Clause 11 and our Privacy Policy and Cookies Policy).

6.13 No warranty as to compatibility

We do not warrant that the Services will be compatible with all Material.

6.14 Third party access

You acknowledge that the servers used in the provision of the Services (including virtual private services (known as VPS servers) and physical private servers (known as dedicated servers)) may be accessible to all users of the Internet. We do not and cannot make any guarantee as to, and (subject to Clause 18.3 or Clause 19.3 (as applicable)) we shall not have any Liability in respect of, the protection or security of any information held on the servers.

6.15 Servers

Subject to Clause 11.4.4, we may, at our absolute discretion, from time to time either host the Services (and any Material) on our own servers or use third party suppliers to do so in whole or in part. You acknowledge that we may from time to time without prior notice and without the need for prior agreement:
6.15.1 move the HOSTING of the Services (and any Material) to such servers (both internal and external) as we consider appropriate, at our absolute discretion; and
6.15.2 provide reasonable additional obligations or requirements on you or reasonably restrict your rights due to the requirements of the third-party suppliers.

7. YOUR OBLIGATIONS

7.1 Correct information

You must only submit to us or the Website information (whether Material, contact details or otherwise) which is accurate and not misleading, and you must keep it up-to-date and inform us of any changes.

7.2 Your responsibilities

You must:
7.2.1 co-operate with us;
7.2.2 provide us with any information we reasonably require in respect of the Services from time to time;
7.2.3 report any faults or suspected faults with or in the Services to us immediately upon discovery;
7.2.4 report to us any abuse of the Internet (including spam, hacking and phishing) that you consider to have taken place through the use of the Services by any person, and you shall include in such report as much information as you are able to provide to us relating to the type of abuse that you have witnessed;
7.2.5 use your own login details for the Website and not impersonate any other person or adopt a false identity;
7.2.6 keep your password strictly confidential and secure, and immediately change your password if you know or suspect that any unauthorised third party becomes aware of your password or if you become aware of unauthorised use of your password or there is any other breach of security known or suspected by you;
7.2.7 maintain access to the Services through your Internet or telecoms service providers, and we are not responsible for any connections from your system to the Services;
7.2.8 license and configure any third party hardware and/or software necessary for you to remotely access and use the servers we use in the provision of the Services;
7.2.9 be responsible for ensuring that you have the knowledge and expertise necessary to access and make use of the Services;
7.2.10 ensure that all Material is suitable and prepared for use in conjunction with the Services;
7.2.11 be responsible for ensuring that, and you hereby warrant and undertake to us that, your use of the Services and any Material:
(a) does not infringe the privacy rights or Intellectual Property Rights of any third party;
(b) does not harm us or bring us or our name into disrepute;
(c) is not for the purposes of sending spam or other unsolicited emails;
(d) is not for the purposes of breaching or circumventing the security of any network or Internet user;
(e) does not impose an unreasonable or disproportionately large load on our INFRASTRUCTURE or the Services (whether or not the Services have “unlimited” elements, such as in relation to Internet traffic or disk usage);
(f) does not interfere with another user’s use of the Services or similar services;
(g) is not defamatory, obscene, abusive, malicious, indecent, harassing or discriminatory;
(h) conforms in all respects will all applicable laws, rules, regulations, bye-laws and codes of practice (including disability discrimination, intellectual property, privacy and data protection laws); and
(i) does not contain any material detrimental to us or any other user of the Services or similar services, including any viruses, trap doors, back doors, Trojan horses, time bombs, easter eggs, worms, cancelbots or other computer programming routines that are intended to detrimentally interfere with, damage, expropriate or surreptitiously intercept any system, data or personal information;
7.2.12 promptly comply with our reasonable requests from time to time in connection with this Agreement;
7.2.13 ensure that the Services are sufficient and suitable for your purposes and meet your individual requirements;
7.2.14 if you are a Business Customer, at all times, use strong processes and controls to protect the security of Personal Data; such controls must enforce access to Personal Data on a need-to-know basis and also protect against unauthorised observation, change, deletion, corruption, contamination, acquisition or transmission, while at rest or in transit;
7.2.15 if you are a Business Customer, have plans and processes in place for maintenance, oversight and continuous improvement within your organisation; management and responsibility for information security must be a clear priority within your organisation; and
7.2.16 if you are a Business Customer, ensure that all your staff are appropriately aware and trained in information security processes and protocols as may be considered reasonable in your industry and operations.

7.3 Restrictions

You must not, whether yourself or in conjunction with anyone else:
7.3.1 manipulate Orders or transactions in ways that are unfair to us or other users of the Website and/or the Services; and
7.3.2 use or access the Website and/or the Services in contravention of any applicable law.

7.4 Warranty as to Material

You warrant that any Material is owned by you. It is your responsibility to make sure that you have all necessary rights and consents relating to your use of the Material in conjunction with the Services.

7.5 Backups

You are responsible for keeping regular and full backups of all Material, unless we have agreed to provide specific BACKUP services in accordance with a Schedule. Subject to Clause 18.3 or Clause 19.3 (as applicable), we shall have no Liability for any failure by you to BACKUP any Material. If any Material is lost or corrupted for any reason and you do not have an appropriate BACKUP, we will not be able to help you recover that lost or corrupted Material except to the extent that you subscribe for specific BACKUP services in accordance with a Schedule.

7.6 Indemnity as to Material

If you are a Business Customer, you shall indemnify and hold us harmless against all liabilities, costs, expenses, damages and losses (including any direct or indirect consequential losses, loss of profit, loss of reputation and all interest, penalties and legal and other reasonable professional costs and expenses) suffered or incurred by us arising out of or in connection with any breach by you of Clauses 7.1, 7.2, 7.3, 7.4 or 7.5. This indemnity shall apply whether or not you have been negligent or at fault.

7.7 Insurance

You are responsible to ensure that you have in place insurance in relation to any Material, including in relation to the loss or corruption of that Material.

7.8 Data warehousing (or similar)

You acknowledge that the Services and any Material may not be used for the purpose of data warehousing such as (but not limited to) storage of BACKUP or archival data, mirror sites, or personal multimedia content such as movies, music, photos or other media.

7.9 Excess usage

We monitor use of the Services and, if we consider that, for example, your use of the Services (for example, your mailboxes, disc space usage or CPU) is excessive, we reserve the right to:
7.9.1 contact you requiring you to reduce that usage; and/or
7.9.2 in respect of mailboxes, empty your spam/junk/deleted items folder, provided we inform you by email seven days in advance.

7.10 Peer-to-peer media (including files) sharing or streaming

You acknowledge that the Services and any Material may not be used for the purpose of peer-to-peer file or media sharing, streaming, BitTorrent, Tor or other similar forms of data transmission.

7.11 Content delivery networks

You acknowledge that the Services and any Material may not be used for the purpose of providing or participating in a content delivery network.

7.12 Suspension of the Services

We reserve the right to suspend our provision of the Services to you if your use of the Services is having a detrimental impact on our other customers. This might happen if, for example, your website (in respect of which you use the Services):
7.12.1 has been hacked (such as through bugs in commonly-used software including WordPress);
7.12.2 contains malware;
7.12.3 is attacked (including by a denial of service attack); and/or
7.12.4 is badly coded.
In all of these examples, your website might use excessive resource on our servers to the detriment of our other customers’ use of the Services. Following the decision to suspend any Services, we will contact you with details of the suspension and invite you to remedy the situation if appropriate, or – for example in the case of a denial-of-service attack – when we will next review the situation. In such a situation, you are able to discuss what may be required for the Services to be reinstated by contacting us through the support ticketing system available through your Account or, if your Account is not available for any reason, by telephone on 01604 879330.

7.13 Removal of Material

We reserve the right, and have absolute discretion, but not an obligation, to remove, screen or edit any content (including Material) that breaches this Agreement or is otherwise objectionable. Without prejudice to any other provision of this Agreement, we reserve the right to immediately remove any Material to which we object and/or if you are otherwise making inappropriate use of the Services contrary to the requirements of this Agreement.

8. SUPPORT SERVICES

8.1 What we provide

We shall use our reasonable endeavours to correct any errors or omissions in the Services as soon as practicable during Business Hours on Business Days after receiving full and clear information on them. However, since we do not guarantee that the Services will be free from faults, we shall provide support accessed by means of a ticketing system available through your Account for you to use for us to deal with any faults and also for answering queries (“Support Services”). We shall use our reasonable endeavours to respond to a request for Support Services within a reasonable time, but we cannot guarantee any particular result or outcome nor within any particular time. In particular, without limitation, we may need to obtain support in turn from a third party that assists us with the provision of the Support Services.

8.2 Exclusions

The following are expressly excluded from the Support Services:
8.2.1 rectification of lost or corrupted Material;
8.2.2 rectification of any failure by you to take appropriate backups;
8.2.3 resolving faults or defects that arise as a result of your failure to comply with this Agreement or any other agreement between you and us; and
8.2.4 changing or updating in any way the content of any website that is the subject of this Agreement.
We may provide any of the excluded services listed in this Clause 8.2 as part of the Support Services at our absolute discretion. Subject to Clause 18.3 or Clause 19.3 (as applicable), we will not have any Liability for our provision of any of those excluded services to you.

8.3 Charges

We provide the Support Services with every Agreement as an inclusive part of the Services, at no extra charge.

9. RESALE OF THIRD-PARTY SOFTWARE AND SERVICES

9.1 Third parties

Where the Services involve the resale by us to you of software owned, or services/products provided, by a third party, you purchase a licence to use that software and those services/products from the relevant third party, and you do so subject to the relevant third party’s software licence and/or terms and conditions, which will be made available to you on the Website; you will be directed to them on the relevant Services webpage, on our Terms and Conditions webpage and, in some instances, in a Schedule. You will receive no representations or warranties in respect of the license of such software and provision of services/products except those contained in the relevant third party’s licence and/or terms and conditions, and you acknowledge that the third party is able to terminate any licence and/or provision of services/products at any time.

SOFTWARE not owned by Mooncomputers is supplied subject to licence and warranty of the Software licensor. Mooncomputers encloses the Software licence that you require with the Product where necessary; you must comply with that licence. If you choose not to accept the operating system licence at start-up, if any, Mooncomputers will only accept the return of the entire product for refund.

9.2 Cost

The Fees for your purchase of a licence to third party software and/or third party services/products are dependent on the relevant third party. Any Fees set out in the Order are estimated only, and the actual amount you pay for the licence and/or the services/products is at the absolute discretion of the third party.

9.3 Support

We may provide Support Services in respect of third party software and services/products purchased through the Services. Whether we are able to provide those Support Services is dependent on the relevant third party providing appropriate support to us.

9.4 Liability

Subject to Clause 18.3 or Clause 19.3 (as applicable), we will not have any Liability for the actions of third-party software and service/product providers, the software they licence, and/or services/products they provide, to you through the Services, or the AVAILABILITY (or otherwise) of support in respect of that software and those services/products.

10. FEES

10.1 Invoicing and payment

Fees will be payable by you monthly in advance, and we will invoice you monthly for the Fees payable.

10.2 Late payment

We will send you a reminder for payment following our sending of an invoice to you. However, if you have not paid any invoice within 14 days of us having sent that reminder to you, we will cancel this Agreement, and cease to provide the Services, without notice to you. It is your responsibility to make sure that any payment details you have provided to PayPal or Worldpay and the contact details you have provided to us via your Account are correct and up-to-date at all times.

10.3 Increase in Fees

We may increase any Fees at any time on notice to you of three days, with the increase taking effect from the next payment date for the Fees in accordance with Clause 10.1. If you do not accept the increase, you have the right to cancel this Agreement in accordance with Clause 13.2.1.

10.4 VAT

The price of the Services listed on the Website excludes VAT, however you will be charged VAT at the applicable current rate chargeable in the country associated with your Account in the case of the UK and countries in the European Union. If there is any doubt as to the applicable current rate associated with your Account, then you will be charged at the applicable current rate of the UK. If your use of the Services is for business purposes and your business is located in a country in the European Union that is not in the UK, it is your responsibility to assess and submit VAT to the appropriate authority. In the case of your business being located in a country in the European Union that is not in the UK then if you do not submit a valid VAT number as part of your Account then you will be charged VAT.

11. DATA PROTECTION

11.1 Data Controller and Data Processor

The Parties acknowledge that, for the purposes of Data Protection Laws, we are an independent Data Controller with respect to the processing of billing, utilisation, usage/patterns/counts/statistics, traffic data and other account related information related to you (to the extent it is Personal Data) which is necessary for us to perform of our obligations under the Agreement, or with respect to any Personal Data held for general business purposes. To the extent that we Process Personal Data on your behalf under this Agreement, the Parties acknowledge that, for the purposes of Data Protection Laws, you are the Data Controller and we are the Data Processor of any Personal Data. The nature and purpose of Processing is set out in our Privacy Policy, as may be updated by us from time to time at our reasonable discretion

11.2 Registrations and notifications

Each Party confirms that it holds, and during the term of this Agreement will maintain, all registrations and notifications required in terms of the Data Protection Laws which are appropriate to its performance of the obligations under this Agreement.

11.3 Legal compliance

Each Party confirms that, in the performance of this Agreement, it will comply with Data Protection Laws.

11.4 Our obligations

We will:
11.4.1 Process Personal Data only on documented instructions from you, unless required to do so by Data Protection Laws or any other applicable law to which we are subject; in such a case, we shall inform you of that legal requirement before Processing, unless that law prohibits us to so inform you;
11.4.2 ensure that persons authorised to Process the Personal Data have committed themselves to confidentiality or are under an appropriate statutory obligation of confidentiality;
11.4.3 take all measures required pursuant to Article 32 of the GDPR in respect of security of Processing;
11.4.4 subject to Clause 11.12 and Clause 11.13, not commission any subcontractor in respect of Processing Personal Data without your prior written consent (such consent not to be unreasonably withheld or delayed), and ensure that any such subcontractor we commission complies with the provisions of this Clause 11 as if it was a Party;
11.4.5 taking into account the nature of the Processing, assist you by putting in place appropriate technical and organisational measures, insofar as this is possible, for the fulfilment of your obligation to respond to requests for exercising the Data Subject’s rights laid down in Data Protection Laws, to the extent that such requests relate to this Agreement and our obligations under it;
11.4.6 assist you in ensuring compliance with your obligations pursuant to Articles 32 to 36 of the GDPR taking into account the nature of Processing the Personal Data and the information available to us;
11.4.7 at your option, delete (to the extent practicable) or return all the Personal Data to you after termination of this Agreement or otherwise on your request, and delete existing copies (to the extent practicable) unless applicable law requires our ongoing storage of the Personal Data;
11.4.8 make available to you all information necessary to demonstrate our compliance with this Clause 11.4, and allow for and contribute to audits, including inspections, conducted by you or another auditor mandated by you; and
11.4.9 inform you immediately if, in our opinion, an instruction from you infringes (or, if acted upon, might cause the infringement of) Data Protection Laws.

11.5 Notification of Personal Data Breaches

Each Party will notify the other Party as soon as is reasonably practicable if it becomes aware of a Personal Data Breach relating to either Party’s obligations under this Agreement.

11.6 Impact assessments

You shall undertake appropriate data protection impact assessments to ensure that Processing of Personal Data complies with Data Protection Laws. We will provide you with reasonable assistance, where necessary and upon your request, in carrying out any data protection impact assessment and undertaking any necessary prior consultation of the Supervisory Authority.

11.7 Data protection principles

It is your responsibility to ensure that Personal Data is dealt with in a way that is compliant with Article 5(1) of the GDPR.

11.8 Your obligations

You shall ensure that:
11.8.1 you are able to justify the Processing of Personal Data in accordance with Article 6(1) of the GDPR (including, where applicable, obtaining any and all consents of Data Subjects required in order to commence the Processing), and that you have recorded or documented this in accordance with the record keeping requirements of the GDPR;
11.8.2 where Personal Data falls within the Special Categories of Personal Data, Article 9(2) of the GDPR applies to that Personal Data before Processing takes place;
11.8.3 where Article 9(2) of the GDPR does not apply to any Personal Data falling within the Special Categories of Personal Data, no such data will be sent to us; and
11.8.4 you have all necessary appropriate consents and notices in place to enable lawful transfer of the Personal Data to us for the duration and purposes of this Agreement.
11.8.5 your own choice of Product and its suitability for purpose;
11.8.6 your telephone & postal charges in contacting Mooncomputers, if any;
11.8.7 all IM, its performance, licences, authorisations and any unused IM.
11.8.8 You must provide Mooncomputers with all reasonable courtesy, information, cooperation, facilities and access to ………………………..to perform duties, failing which 11.8.9 Mooncomputers shall not be obliged to perform any Service or assistance.
11.9.0 You are responsible for the removal of non Mooncomputers-supplied products during Service, the back up and confidentiality of all data in Product and all of your legal and regulatory requirements.
11.9.1 Please note that your calls to Mooncomputers may be monitored for training purposes.

11.9 Our responsibility for compliance

In the event that we:
11.9.1 comply with your instructions in respect of Processing, we shall not have any Liability (subject to Clause 18.3 or Clause 19.3 (as applicable)) for any damage caused by Processing that Personal Data, or for any consequences in the event that such Processing otherwise infringes Data Protection Laws, to the extent that such damage or consequences result from our compliance with such instructions; and/or
11.9.2 refuse to comply with your instructions in respect of Processing due to concerns that compliance will cause a breach of Data Protection Laws, we shall not have any Liability (subject to Clause 18.3 or Clause 19.3 (as applicable)) for any failure to follow such instructions.
11.10 Indemnity: If you are a Business Customer, you agree to indemnify us, and keep us indemnified and defend us at your own expense, against all costs, claims, damages or expenses incurred by us or for which we may become liable, due to any failure by you or your employees or agents to comply with this Clause 11.

11.11 Privacy Policy and Cookies Policy

Please see our Privacy Policy and Cookies Policy which forms part of these General Terms.

11.12 Subcontractors for Processing

You authorise our engagement of third parties as subcontractors for the purposes of Processing; in the event that we contract with such subcontractors in accordance with the requirements of Data Protection Laws, your entry into this Agreement will constitute your prior written consent to that subcontracting by us in respect of the relevant Processing.

11.13 New subcontractors for Processing

In the event that we engage any new subcontractor for the purposes of Processing during the term of this Agreement, we will inform you at least 1 month in advance of the engagement commencing, together with relevant information relating to that subcontractor and its operations. You may object to that engagement by contacting us, and, as your sole and exclusive remedy for such engagement, terminate this Agreement in accordance with Clause 13.2.

12. INTELLECTUAL PROPERTY RIGHTS

12.1 What we own

You acknowledge that we own:
12.1.1 all Intellectual Property Rights in the Services and any rights arising out of any works arising in connection with them; and
12.1.2 any IP address allocated to you as part of the Services, and such IP address is not portable or transferrable to another HOSTING provider at any time, including in the event that this Agreement is terminated.
We grant to you a non-exclusive licence to use the Services and any such IP address to the extent necessary for you to receive the provision of the Services from us.

12.2 What you own:

We acknowledge that you own all Intellectual Property Rights in the Material, where your ownership is subject to the obligations contained in this Agreement and, in particular, Clause 7. You grant to us a non-exclusive licence to use that Material to the extent necessary for us to provide the Services to you.
“IP” Mooncomputers indemnifies you from all costs and liabilities from any claim that use of Product infringes any 3rd party IP. Mooncomputers may recall and exchange or modify Product or refund you, minus depreciation in this event. You indemnify Mooncomputers for any of IM or IP specified or owned by you and integrated into Product. Mooncomputers is allowed to litigate, negotiate and settle claims and you must assist us at our expense (except where IM or IP specified or owned by you is allegedly infringing) when litigation is directly related to your Product. Mooncomputers retains all Mooncomputers-owned IP in Product. You must notify Mooncomputers immediately of any infringing or unauthorised use of Product or IP in it. Mooncomputers does not indemnify you for i. 3rd Party Products & Software, ii. unauthorised modification or iii. any claim caused by the use of Products in conjunction with anything not supplied by Mooncomputers.

13. YOUR RIGHTS TO END THIS AGREEMENT

13.1 You can always end this Agreement

If you are a Consumer and, in some cases, if you are a Business Customer, your rights when you end this Agreement (or cancel any Service) will depend on what Services you have purchased from us, whether there is anything wrong with the Services, how we are performing and when you decide to end this Agreement (or cancel any Service):
13.1.1 if the Services are faulty or misdescribed you may have a legal right to end this Agreement (or to get the relevant Services re-performed or to get some or all of your money back), see Clause 16;
13.1.2 if you want to end this Agreement because of something we have done or have told you we are going to do, see Clause 13.2;
13.1.3 if you have just changed your mind about the Services, see Clause 13.3; you may be able to get a refund if you are within the cooling-off period, but this may be subject to deductions; and
13.1.4 in all other cases (if we are not at fault and there is no right to change your mind), see Clause 13.4.
13.2 Ending this Agreement because of something we have done or are going to do: If you are ending this Agreement (or cancelling any Service) for a reason set out in Clauses 13.2.1 to 13.2.5, this Agreement (or that Service) will end immediately and we will refund you in full for the Services which have not been provided and you may also be entitled to compensation. The reasons are:
13.2.1 we have told you about an upcoming change to the Services, these General Terms (or a Schedule) or the Fees which you do not agree to (see Clauses 1.3, 6.7 and 10.3), including in respect of the engagement of subcontractors for Processing in accordance with Clause 11.13;
13.2.2 we have told you about an error in the price or description of the Services you have ordered and you do not wish to proceed;
13.2.3 there is a risk that supply of the Services may be significantly delayed because of an Event Outside Our Control;
13.2.4 we have suspended provision of the Services for technical reasons, or notify you we are going to suspend them for technical reasons, in each case for a period of more than one month; or
13.2.5 you have a legal right to end this Agreement (or cancel that Service) because of something we have done wrong.
13.3 Exercising your right to change your mind if you are a Consumer (Consumer Contracts Regulations 2013): If you are a Consumer, you have 14 days after the day we email the Order Acceptance to you to change your mind under the Consumer Contracts Regulations 2013; however, we give you more than that, and whether you are a Business Customer or a Consumer, we give you 30 days from the day we email you the Order Acceptance in order to cancel this Agreement and receive a full refund of any amounts you have paid to us in respect of that Order Acceptance. Please note that you do not have a right to change your mind in respect of the Services listed in Clause 17.3.
13.4 Ending this Agreement where we are not at fault and there is no right to change your mind
If you do not have any other rights to end this Agreement (see Clause 13.1), you can still contact us and tell us you want to end it, or cancel any Service. This Agreement (or the relevant Service) will not end until the end of the then current calendar month in which you notify us that you want to end this Agreement (or the relevant Service). We will not refund any advance payment you have made for Services which will not be provided to you except to the extent required by law or otherwise agreed to by you.

13.5 Minimum Term

means the initial minimum contract period applying to each of the Services as specified in the Order Form (which shall be a minimum of twenty-four (24) months and which, in the absence of a period being specified in the Order Form, shall be twenty-four (24) months) which shall, unless otherwise stated in writing by a Mooncomputers Director, start when the order is received.

13.6 Rolling Term and Notice

means subsequent periods of six (6) months following expiry of the Minimum Term, which will continue to roll unless notice is served.

Notice of no less than 6 months will be required to terminate services, which must be served in writing or emailed with a delivery recipient to a Director prior to the expiry of the minimum term or any in-situ rolling term.

14. HOW TO END THIS AGREEMENT (INCLUDING IF YOU HAVE CHANGED YOUR MIND)

14.1 Tell us you want to end this Agreement

To end this Agreement, or any Service, please let us know by doing one of the following:

14.1.1 Phone or ticketing system

Call customer services on 01604 879330 or contact us through the support ticketing system available through your Account. Please provide your name, home address, details of the order and, where available, your phone number and email address.

14.1.2 By post

Print off the Cancellation Form and post it to us at the address on the Cancellation Form. Or simply write to us at that address, including the information required in the Cancellation Form.

14.2 How we will refund you

We will refund you any amounts owing to you for the Services by the method you used for payment.

14.3 When your refund will be made

We will make any refunds due to you as soon as possible. If you are exercising your right to change your mind then your refund will be made within 14 days of your telling us you have changed your mind.

14.4 Applicability of this Clause 14

This Clause 14 shall not apply to you if you are a Business Customer.

15. OUR RIGHTS TO END THIS AGREEMENT

15.1 Termination by us on notice

We may terminate this Agreement, or any Service, at any time by giving to you not less than five Business Days’ notice. In the event that we terminate this Agreement, or any Service, under this Clause 15.1, we will refund to you the Fees that you have paid to us on a pro-rata basis for the period from the date of termination to the date in relation to which you have paid the Fees in advance.

15.2 We may end this Agreement if you break it

We may end this Agreement, or any Service, at any time by writing to you if you:
15.2.1 do not make any payment to us when it is due and you still do not make payment within 14 days of us reminding you that payment is due;
15.2.2 do not, within a reasonable time of us asking for it, provide us with information that is necessary for us to provide the Services;
15.2.3 are in breach of any of your obligations under this Agreement;
15.2.4 are unable to pay your debts when they fall due;
15.2.5 have a petition for administration or winding up proceedings;
15.2.6 have a receiver or manager appointed over any of your property or assets;
15.2.7 are the subject of a bankruptcy petition;
15.2.8 enter into any composition with creditors generally; and/or
15.2.9 take or suffer any steps preparatory to the situations set out in Clauses 15.2.4 to 15.2.8, or if any distress or execution is levied or threatened on any of your property or assets.

15.3 Event Outside Our Control

We may terminate this Agreement in accordance with Clause 21.4.

15.4 You must compensate us if you break this Agreement

If we end this Agreement or any Service in the situations set out in Clause 15.2, we will refund any money you have paid in advance for Services we have not provided but we may deduct or charge you reasonable compensation for the net costs we will incur as a result of your breaking this Agreement.

16. IF THERE IS A PROBLEM WITH THE SERVICES

16.1 How to tell us about problems

If you have any questions or complaints about the Services, please contact us using the support ticketing system available through your Account.

16.2 Summary of your legal rights

We are under a legal duty to supply Services that are in conformity with this Agreement. If you are a Consumer, see the box below for a summary of your key legal rights in relation to the Services. Nothing in this Agreement will affect your legal rights if you are a Consumer. The box below does not apply if you are a Business Customer.

16.3 Summary of your key legal rights

This is a summary of your key legal rights. These are subject to certain exceptions. For detailed information please visit the Citizens Advice website or call 03454 04 05 06.
The Consumer Rights Act 2015 says that:
you can ask us to repeat or fix the Services if they are not carried out with reasonable care and skill, or get some money back if we can’t fix it; and/or
if you haven’t agreed a time beforehand for us to provide any Services, we must carry out the Services within a reasonable time.

17. TERMINATION

17.1 On termination

In the event that this Agreement (or any Service) is cancelled or terminated:
17.1.1 all relevant Material will be automatically deleted from our servers and, as is the case through the term of any Agreement in accordance with Clause 7.5, you are responsible for taking appropriate backups of such data and material at all times;
17.1.2 we will cease to provide any relevant Services to you; and
17.1.3 the accrued rights, remedies, obligations and liabilities of us and you as at cancellation or termination shall not be affected, including the right to claim damages for any breach of this Agreement which existed at or before the date of cancellation or termination.

17.2 Post-termination

Termination of this Agreement shall not affect the coming into force, or continuance in force, of any provision which is expressly or by implication intended to come into or continue in force on or after such termination.

17.3 Cancellation within 30 days

You may cancel any of the Services at any time within 30 days of having received the Order Acceptance and receive a full refund of any amounts you have paid to us in respect of that Order Acceptance. Such a right will not apply to:
17.3.1 any domain name or SSL certificate that has been issued to you; and/or
17.3.2 any third party software and services that have been issued to you (for example, WHMCS or Blesta licences).

To effect a cancellation in accordance with this Clause 17.3, you should contact us within 30 days of having received the Offer Acceptance by calling customer services on 01625 809000 or contacting us through the support ticketing system available through your Account.

17.4 Domain name fees

Please note that domain name registration fees that you pay to us are not refundable and the domain name will remain registered for the duration of the registration term. Once this term has expired, unless you have renewed the term, the domain name will expire. Please see the Schedule on Domain Registration Services for more information.

17.5 SSL Certificate fees

Please note that SSL Certificate fees that you pay to us are not refundable and the SSL Certificate will remain issued for the duration of the SSL Certificate term. Please see the Schedule on SSL Certificate Services for more information.

18. LIMITATION OF LIABILITY IF YOU ARE A CONSUMER

18.1 Applicability of this Clause 18

This Clause 18 shall not apply to you if you are a Business Customer.

18.2 If you are a Consumer

If you are a Consumer, nothing in this Agreement (including this Clause 18) affects or limits your statutory rights (including, without limitation, the right to insist that the Services shall be provided to you using reasonable skill and care).

18.3 What we do not exclude Liability for

We shall not exclude or limit our Liability for:
18.3.1 our fraud; or
18.3.2 death or personal injury caused by our Breach of Duty; or
18.3.3 any breach of the obligations implied by Section 12 of the Sale of Goods Act 1979 or Section 2 of the Supply of Goods and Services Act 1982; or
18.3.4 the Consumer Rights Act 2015; or
18.3.5 the Consumer Protection (Amendment) Regulations 2014; or
18.3.6 any other Liability which cannot be excluded or limited by applicable law.

18.4 What we are responsible for

If we fail to comply with this Agreement, we are responsible for loss or damage you suffer that is a foreseeable result of our breach of this Agreement or our negligence, but we are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if they were an obvious consequence of our breach or if they were contemplated by you and us at the time we entered into this Agreement.

Mooncomputers accepts liability for any private property loss or damage, death or personal injury caused by the negligence or deliberate misconduct of Mooncomputers, Service Provider or our employees, agents, subcontractors. Except for death/personal injury, this liability is limited to the lesser of £250,000 or Price. Mooncomputers does not accept liability for 1) indirect or consequential loss, 2) loss of business profits, salary, revenue, savings, 3) damage remedied by Mooncomputers within reasonable time, 4) loss avoidable by you through reasonable conduct, including backing up all data and following Mooncomputers’ reasonable advice generally, 5) all items excluded from the Warranty or by Force Majeure.

18.5 Consumers only

We only provide the Services to you, as a Consumer, for domestic and private use. You agree not to use the Services for any commercial, business or re-sale purpose, and, subject to Clause 18.3, we shall have no Liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.

19. LIMITATION OF LIABILITY IF YOU ARE A BUSINESS CUSTOMER

19.1 Applicability of this Clause 19

This Clause 19 shall not apply to you if you are a Consumer. This Clause 19 applies only if you are a Business Customer.

19.2 What this limitation applies to

This Clause 19 prevails over all of this Agreement and sets forth our entire Liability, and your sole and exclusive remedies, in respect of:
19.2.1 performance, non-performance, purported performance, delay in performance or mis-performance of this Agreement or any services or deliverables in connection with this Agreement; or
19.2.2 otherwise in relation to this Agreement or entering into this Agreement.

19.3 What this limitation does not apply to

We shall not exclude or limit our Liability for:
19.3.1 our fraud; or
19.3.2 death or personal injury caused by our Breach of Duty; or
19.3.3 any breach of the obligations implied by Section 12 of the Sale of Goods Act 1979 or Section 2 of the Supply of Goods and Services Act 1982; or
19.3.4 any other Liability which cannot be excluded or limited by applicable law.
19.4 Breach of Duty excluded: Subject to Clause 19.3, we do not accept and hereby exclude any Liability for Breach of Duty other than any Liability arising pursuant to the terms of this Agreement.

19.5 What else we are not liable for

Subject to Clause 19.3, we shall not have any Liability in respect of any:
19.5.1 indirect or consequential losses, damages, costs or expenses;
19.5.2 loss of actual or anticipated profits;
19.5.3 loss of contracts;
19.5.4 loss of use of money;
19.5.5 loss of anticipated savings;
19.5.6 loss of revenue;
19.5.7 loss of goodwill;
19.5.8 loss of reputation;
19.5.9 loss of business;
19.5.10 ex gratia payments;
19.5.11 loss of operation time;
19.5.12 loss of opportunity;
19.5.13 loss caused by the diminution in value of any asset; or
19.5.14 loss of, damage to, or corruption of, data;
whether or not such losses were reasonably foreseeable or we or our agents or contractors had been advised of the possibility of such losses being incurred. For the avoidance of doubt, Clauses 19.5.2 to 19.5.14 (inclusive) apply whether such losses are direct, indirect, consequential or otherwise.

19.6 The limitation

Subject to Clause 19.3, our total aggregate Liability arising out of or in connection with all claims in aggregate (including warranty claims and losses relating to the breach of warranty) shall be limited to the greater of:
19.6.1 110% of all amounts paid and total other sums payable, in aggregate, by you to us under this Agreement in the 12 months prior to the date on which the claim first arose; or 19.6.2 £4,000.

19.7 The effect of the limitation

The limitation of Liability under Clause 19.6 has effect in relation both to any Liability expressly provided for under this Agreement and to any Liability arising by reason of the invalidity or unenforceability of any term of this Agreement.

19.8 Your acknowledgement

You acknowledge and accept that we only provide the Services to you on the express condition that we will not be responsible for, nor shall we have any Liability (subject to Clause 19.3) directly or indirectly for any act or omission of you or any third party.

20. NOTICES

20.1 Termination

This Clause 20 does not apply to termination or cancellation of this Agreement or any Services, which is dealt with elsewhere in these General Terms.

20.2 Giving a notice

Subject to Clause 20.1, any notice given to either us or you by the other under or in connection with this Agreement shall be in writing, addressed (as applicable) to us at our registered office or addressed to you at such address as you may have specified to us from time to time, and shall be delivered personally, sent by pre-paid first class post, recorded delivery or commercial courier.

20.3 When a notice is considered delivered

A notice shall be deemed to have been received: if delivered personally, when left at the address referred to in Clause 20.1; if sent by pre-paid first class post or recorded delivery, at 9.00 am on the second Business Day after posting; and, if delivered by commercial courier, on the date and at the time that the courier’s delivery receipt is signed.

21. EVENTS OUTSIDE OUR CONTROL

21.1 No Liability

Subject to Clause 18.3 or Clause 19.3 (as applicable), we will not have any Liability or be responsible for any failure to perform, or delay in performance of, any of our obligations under this Agreement that is caused by an Event Outside Our Control.

21.2 Meaning of an Event Outside Our Control

An “Event Outside Our Control” means any act or event beyond our reasonable control, including strikes, lock-outs or other industrial action by third parties, civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war, fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster, or failure of public or private telecommunications networks.

21.3 What happens following an Event Outside Our Control

If an Event Outside Our Control takes place that affects the performance of our obligations under this Agreement:
21.3.1 we will contact you as soon as reasonably possible to notify you of the Event Outside Our Control; and
21.3.2 our obligations under this Agreement will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control. Where the Event Outside Our Control affects our performance of our responsibilities under this Agreement, we will restart the performance of those responsibilities as soon as reasonably possible after the Event Outside Our Control is over.

21.4 Cancellation following an Event Outside Our Control

You may cancel this Agreement if an Event Outside Our Control takes place and you no longer wish to make use of the Services. Please see your cancellation rights under Clause 17. We will only cancel this Agreement if the Event Outside Our Control continues for longer than four weeks, in which case such cancellation shall have immediate effect.

22. RETENTION OF RECORDS

We shall keep a record of your Order and this Agreement until six years after you submit your Order to us through the Website. However, for your reference in future, we recommend that you print and keep a copy of this Agreement, your Order, the Order Acknowledgement and the Order Acceptance.

23. COMPLAINTS

We value your satisfaction with the Website and the Services. If you have a complaint, you should contact us by means of the Support Services. We will try to address any such complaints you may have as soon as reasonably possible. If you feel that your complaint was not addressed to your satisfaction, then you may escalate your complaint by means of a notice (see Clause 20). Upon receipt of such notice, your complaint will be assessed by a company director and a full response will be made within 15 Business Days.

24. GENERAL

24.1 Third party rights

A person who is not us or you shall not have any rights under or in connection with this Agreement.

24.2 Transfer by you

This Agreement is personal to you. You may not assign, transfer, charge or otherwise encumber, create any trust over, or deal in any manner with, this Agreement or any right, benefit or interest under it, nor transfer, novate or sub-contract any of your obligations under it, without our prior written consent (such consent not to be unreasonably withheld or delayed).

24.3 EXPORT CONTROL

You acknowledge that Product may include technology and Software which is subject to US and EU export control laws and laws of the country where it is delivered or used: you must abide by all these laws. Product may not be sold, leased or transferred to restricted / embargoed end users or countries or for a user involved in weapons of mass destruction or genocide without the prior consent of the US or competent EU government. You understand and acknowledge that US and EU restrictions vary regularly and depending on Product, therefore you must refer to the current US and EU regulations.

24.4 Transfer by us

We may transfer our rights and obligations under this Agreement to another organisation, and we will always inform you if that happens, but this will not affect your rights or our obligations under this Agreement.

24.5 Waiver

If we fail to insist that you perform any of your obligations under this Agreement, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you and will not mean that you do not have to comply with those obligations. If we do waive a default by you, we will only do so in writing, and that will not mean that we will automatically waive any later default by you.

24.6 Severance

Each of the provisions of this Agreement operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining provisions will remain in full force and effect.

24.7 No partnership

Nothing in this Agreement shall constitute a partnership or employment or agency relationship between us and you.

24.8 Governing law

This Agreement and any dispute or claim arising out of or in connection with it (including non-contractual disputes or claims) shall be governed by and construed in accordance with English law.

24.9 Jurisdiction (if you are a Consumer)

If you are a Consumer, you submit to the exclusive jurisdiction of the English courts to settle any dispute or claim arising out of or in connection with this Agreement or its subject matter or formation, except where, by law, such dispute or claim must be brought in the jurisdiction in which you are domiciled, or where the relevant law contains mandatory provisions that override such exclusive jurisdiction. This Clause 24.8 shall not apply if you are a Business Customer.

24.10 Jurisdiction (if you are a Business Customer)

If you are a Business Customer, you submit to the exclusive jurisdiction of the English courts to settle any dispute or claim arising out of or in connection with this Agreement or its subject matter or formation. This Clause 24.9 shall not apply if you are a Consumer.

24.11 Online dispute resolution

Alternative dispute resolution is a process where an independent body considers the facts of a dispute and seeks to resolve it, without you having to go to court. If you are not happy with how we have handled any complaint, you can submit disputes for online resolution to the European Commission Online Dispute Resolution platform, which can be found here.

24.12. FORCE MAJEURE

Mooncomputers is not liable for delays in performance (incl. delivery or Service) caused by circumstances beyond its reasonable control and will be entitled to a time extension for performance; examples include strikes, terrorist acts, war, supplier / transport / production problems, exchange fluctuations, governmental or regulatory action and natural disasters. If this lasts more than 2 months, this Agreement may be terminated by either party without compensation.

Thank you for doing business with Mooncomputers.

Delivering value to you

Mooncomputers' highly professional IT support staff can help you fix any issues in a timely manner, to ensure you maximise the possibilities of your IT environment.

Our primary concern is always the performance of your business, not just your IT. If you want to know more about Mooncomputers, and how we can help your organisation, then get in touch today.

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