Terms of Service


as of April 14th, 2008

TOS apply automatically to all Castlegem Ltd. clients upon subscription to the Services including subscription through a third party or any commercial partner. BY SUBSCRIBING TO Castlegem Ltd's SERVICES YOU ACCEPT THE POLICIES LISTED IN THIS DOCUMENT AND ACCEPT TO RESPECT THEM. The service order is described as the package description as presented on the web site. In this document, Castlegem Ltd Virtual Server sections apply to subscribers of the Virtual Server packages, Castlegem Ltd Dedicated Server sections apply to Dedicated Server subscribers, all sections that do not explicitly apply to one section only apply to all services. Our AUP and our knowledgebase form an integral part of our TOS. Castlegem may utilise FraudRecord to screen new orders for previous fraudulent activity and report existing clients who violate our Terms of Service. In case of a violation, you may be reported to FraudRecord for misbehaviour using non-identifiable anonymous information.

In these terms and conditions the following definitions have the following meanings:

1. “Chargeable Day” means one person working on a calendar day for up to eight hours (8 hours);

2. “Conditions” means these terms and conditions;

3. “Company” means Castlegem Ltd., UK registration number 6564311, 207 Regent St., London W1B 3HH.;

4. “Agreement” / “Service Order” means the the Agreement made subject to these Conditions and entered into by the “Company” and “Customer”;

5. The “Company’s Network” means the network owned and operated by the Company for the purpose of connecting the Customer to the internet by means of fixed connections;

6. “Customer” means any person or organisation with whom the Company enters into an Agreement subject to these Conditions;

7. “Internet” means the global data network comprising interconnected networks to which the company is connected and provides access to its Customers;

8.“Internet Protocol Address” means such sequence of alpha numeric or numeric only characters as are used from time to time by the Customer to identify himself and or his computer or computers to other users of other computers to which the Company is from time to time connecting or otherwise forwarding data to and from the Customer;

9. “Network Operator” means the legal entity or entities responsible for operation of a communications network;

10. “Password” means the alpha numeric characters chosen and used exclusively by the Customer at his own risk for the purpose of securing and maintaining the exclusivity of his access to the Company’s services provided to the Customer;

11. “Services” means the services described in the current Company literature together with such Value Added Services to be provided by the Company to the Customer. Representations made by the Company’s distributor will not form part of the Agreement unless confirmed in writing prior to purchase of the service;

12. “Service Commencement Date” means the date identified as the delivery date on the company invoice to the Customer;

13.“Specification” means a detailed written specification of the Services to be provided to the Customer under the Agreement;

14. “TCP/IP” is the abbreviation for Transmission Control protocol/Internet Protocol;

15. “User name” means such sequence of alpha numeric characters as are used from time to time by the Customer to identify himself to other users of other computers to which the Company is from time to time connecting or otherwise forwarding data to and from the Customer;

16. “Value Added Service” means the provision of a service other than Services which are agreed in writing between the Customer and the Company.

Acceptance of Application

The Company reserves the right to refuse any application for Services.

Usage

The Customer hereby agrees to:

a) accept and abide by the Castlegem Ltd. Acceptable Use Policy as published on the Castlegem Ltd. website in their latest version;

b) refrain from transferring any illegal material to or from other users of the Service and the other privately owned and operated services to which Castlegem Ltd. may from time to time provide access;

c) refrain from sending menacing, offensive, abusive or annoying messages whilst using the service via Castlegem Ltd. or any other internet service provider;

d) not divulge their personal and confidential data to any third party and use all reasonable endeavours to keep the same confidential and inaccessible to third parties;

e) keep Castlegem Ltd. informed of any change to the Customer’s address and other such information as may effect the payment of charges due;

f) immediately cease to use any Internet Protocol Addresses allocated by Castlegem Ltd. and acknowledge that Castlegem Ltd. may reallocate the Internet Protocol Addresses to a third party upon termination of the Agreement;

g) refrain from announcing by any means any and all Internet addresses allocated to or by Castlegem Ltd. as part of an autonomous system. Customers hosting with Castlegem Ltd. who submit their site to autonomous systems agree to pay or be responsible for any direct costs that are incurred by Castlegem Ltd. as a result;

h) refrain from using or permitting the usage of the Service in an unlawful manner or in contradiction of regulations governing the internet;

i) procure the agreement and understanding of its own customers where the Services are to be sold to third parties and procure that such customers agree in writing to terms and conditions no less onerous than contained in these Conditions;

j) not to resell a bandwidth greater than that purchased from Castlegem Ltd. unless linked to the internet through another provider (in addition to the bandwidth provided by Castlegem Ltd. when the restriction will apply at the aggregated data rate]);

k) in particular, Castlegem Ltd. will refuse service to any of the following, even if legal: (1) adult content providers; (2) online casinos or related high risk sites associated with gambling; (3) online pharmacies or related high risk sites associated with human health; (4) investment sites of a high risk nature (”HYIP”s).

Usage

Castlegem Ltd., agrees to provide non-transferable services described in the Service Order(s) signed/agreed upon by the parties (“Services”) to the customer subject to the following Terms of Service (TOS). Use of Castlegem Ltd. services constitutes acceptance and agreement to these Terms Of Service and all attachments. Castlegem Ltd. will make all reasonable efforts to provide a quality service to the Customer.

Privacy and Confidentiality

Castlegem Ltd. will use the customer’s personal information only as reasonably necessary to provide contracted services and to collect fees owed and will not disclose such information to any third party except as required by law as evidenced by an order of a court of competent jurisdiction and to collection services if needed. The Customer authorises Castlegem Ltd. to use its name, business name and comments in marketing documents. At any time, the Customer can send a written notice to withdraw this authorisation.

Each party hereto undertakes to the other that it shall keep, and shall procure that its directors and employees shall keep secret and confidential and shall not use or disclose to any other person any information or material of a technical or business nature relating in any manner to the business, products or services of the other party which the receiving party may receive or obtain in connection with or incidental to the performance of the Agreement, provided that:

(i) the receiving party shall not be prevented from using any general knowledge, experience and skills not treated by the disclosing party as confidential or which do not properly belong to the disclosing party and which the receiving party may have acquired or developed at any time during the Agreement;

(ii) the receiving party shall not be prevented from using the information or material referred to above to the extent such information or material comes into the public domain otherwise than through the default or negligence of the receiving party;

(iii) notwithstanding the above, either party shall have the right to communicate any information concerning the other party to any Government department or body or other authority established required by law or under court or Governmental order to disclose (but only to the extent required by such law or order).

Services provided

Castlegem Ltd. and Customer shall produce and agree the Specification of any Services.

Castlegem Ltd. and Customer each agree to dedicate the necessary resources and use all reasonable commercial efforts to meet their respective deadlines set forth in the Specification. Any delay or adjustment in the Specification caused by the Customer’s delay shall be the responsibility of the Customer, and the Customer will pay Castlegem Ltd. for all costs for wasted time or rescheduling of booked resources at our standard daily rates plus expenses.

Performance Dates. The number of Chargeable Days estimated to be required to complete the Services as set out in the Service Order shall be reviewed following finalisation of the Specification and is based upon the following assumptions: (a) the scope of the tasks performed by Castlegem Ltd. will not exceed those stated in the Specification (b) the Customer will perform and complete its assigned tasks required by the Specification in a timely manner; (c) the Customer will not suspend or delay the project in any manner (d) Services are performed during normal working hours, i.e. Monday to Friday, 8 a.m. to 6 p.m. except as otherwise agreed between the parties; (e) the Specification is not amended once agreed.

Third Party Software & Hardware

Third Party Software and Hardware. All third party software shall be sold subject to the Customer’s acceptance of the relevant supplier’s software licence for such third party software. The Company shall to the extent that it is able pass through to the Customer any and all representations and warranties it receives from the respective third party software supplier.

Pricing. The pricing set forth in the Service Order for third party software is estimated; accordingly, the actual cost therefore may differ based upon the Customer specifications, changes to functionality, and changes in pricing by the third party software vendors as of the date the third party software is ordered.

Support Services. To the extent that third party software is supplied by the Company, the Customer may procure support services in accordance with the terms set out in the Service Order. The Company’s offer to provide these support services is contingent upon the Company’s ability to obtain such support from the appropriate third party software supplier.

Pricing

Charges and tariffs are quoted exclusive of Value Added Tax.

Bandwidth Services

Castlegem Ltd. will provide to the Customer the Internet Connectivity, IP Addresses and Internet Traffic services (collectively, the “Bandwidth Services”), as specified in the Service Order.

Bandwidth Overage

Customers exceeding their allocated bandwidth/traffic quota will be charged as laid out in our knowledge base.

Castlegem Ltd. Virtual Server and Castlegem Ltd. Dedicated Server

The Customer agrees that bandwidth shall not exceed the number of gigabytes/terabytes per month for the Services ordered by the Customer, and that number of gigabytes/terabytes is the sum of the incoming and outgoing data transfer for a period of 1 month, unless specified otherwise in the Service Contract. Castlegem Ltd. will monitor the Customer’s bandwidth usage and shall have the right to take corrective action if the Customer’s bandwidth usage exceeds the Agreed Usage. Such corrective action may include the assessment of additional charges based on the per gigabyte/terabyte price stated on our Website. The most up to date measures and prices are listed here.

IP Addresses

Any IP Addresses allocated to the Customer by Castlegem Ltd. must be maintained by the Customer in an efficient manner and utilized at 80% within 10 days of assignment by Castlegem Ltd. to the Customer. Failure to comply with this Section may result in the revocation of IP Addresses by Castlegem Ltd. after five days notice to the Customer. Castlegem Ltd. shall maintain and control ownership of all Internet Protocol numbers and addresses that may be assigned to the Customer by Castlegem Ltd., and Castlegem Ltd. reserves the right to change or remove any and all such Internet Protocol numbers and addresses, in its sole and absolute discretion. The Customer can obtain up to 8 ip addresses for free, depending on contract. All ip requests must be fully justified, default terms are available in our knowledge base.

Other Services

Upon request by the Customer, Castlegem Ltd. may at its option, provide the Customer with technical and non-technical support, such as equipment reboots, troubleshooting, DNS and other support, in connection with the Customer’s use of the Customer Space and Bandwidth Services. The Customer agrees to pay the hourly rate of GBP 100 for those other services.

Support charges and SLA

By default, all services are unmanaged. Please see our knowledge base for possible support charges and our SLA and support definition incl. reaction time.

Equipment

Castlegem Ltd. is the owner of the equipment used by the customer and grants a license to use this equipment. The Customer has no rights on the equipment. Physical access to the equipment by the Customer is strictly prohibited. The Customer agrees to maintain, at Customer’s expense comprehensive general liability insurance for any leased equipment supplied by Castlegem Ltd.

Immediate Threats

If, in the determination of Castlegem Ltd., acting reasonably, the Equipment, software or hosted applications used by the Customer or the activities of the Customer pose an immediate threat to the physical integrity of the Premises or the physical integrity or performance of the equipment or network of Castlegem Ltd. or any other user of the Premises, or poses an immediate threat to the safety of any person, then Castlegem Ltd. may perform such work and take such other actions that it may consider necessary without prior notice to the Customer and without liability for damage to the Equipment or Data for any interruption of the Customer’s (or its customers’) businesses. As soon as practical after performing such work, Castlegem Ltd. will advise, by email, the Customer of the work performed or the action taken.

Relocation

The Customer will, upon email request from Castlegem Ltd.’s, relocate the server or web site to other space offered by Castlegem Ltd. within 30 days of such request.

If the Customer is in default

If the Customer is in default of any of its obligations under this Agreement, then Castlegem Ltd. may in its sole discretion exercise all the rights and remedies of a secured party under applicable law.

Billing and termination

Invoices are sent by email. First Month’s Payment shown in the Service Order must be paid by the Customer to Castlegem Ltd. before commencement of the Term. All other invoices must be paid by the Customer on the date shown on the respective invoice. Invoices will typically be issued within 7-10 days before the start of the next period.

Payments

The Customer will pay Castlegem Ltd. the One-Time Install Fees and Recurring Monthly Fees specified in the Service Order, and will pay all applicable taxes levied against or upon the services stipulated in the Service Order (as amended by the parties from time to time) or otherwise provided by Castlegem Ltd. under this Agreement. All One-Time Install Fees will be payable in advance. Reccurring Monthly Fees will be payable no later than the date shown as date due on the invoice issued. Except for the First Month’s Payment shown in the Service Order, which must be paid by the Customer to Castlegem Ltd. before commencement of the Term, all amounts will be payable in GBP no later than the date shown as date due on Castlegem Ltd.'s invoice. Invoices will typically be issued within 7-10 days before the start of the next period. Service interrupted for nonpayment is subject to a GBP 80 reconnect charge. Accounts that are not paid 5 days after due date may be turned over to an outside collection agency for collection. If your account is turned over for collection, you agree to pay the company a Collection Fee. If you desire to cancel your account, please follow the proper procedure to do this as outlined in these TOS. Any payment not made when due will be subject to interest of 0.5% per month compounded monthly (equivalent to a yearly interest rate of approx. 6.1%). Bounced checks are subject to a penalty fee of GBP 20. Castlegem Ltd. reserves the right to amend these terms as per individual arrangement with her clients. Such modifications will be in written form and take precedence over Castlegem Ltd.'s general TOS. Castlegem Ltd. reserves the right to terminate a customers's contract without further notice if paymend deadlines have been missed twice in a row, and the customer has received at least one reminder after each date due.

The Customer will pay by pre-authorised payment with a Customer credit card (PayPal), by wire transfer or by cheque of immediately available funds remitted to Castlegem Ltd. Payment by check and wire transfer will only be accepted for 3, 6 or 12 months prepayments.

Late payment

Service will be interrupted on past due accounts after a 24 hours notification re: payment due. Service interrupted for nonpayment is subject to a GBP 80 reconnect charge. No such suspension shall affect the liability of the Customer to pay charges and other amounts to Castlegem Ltd. Accounts that are not collectible by Castlegem Ltd. may be turned over to an outside collection agency for collection. If your account is turned over for collection, you agree to pay the company a “Processing and Collection” Fee.

If you desire to cancel your account, please follow the proper procedure to do so as outlined in these TOS.

Changes

Upon 10 days or greater written notice prior to the end of the initial commitment, Castlegem Ltd. may change any fees payable under this Agreement.

Term and termination

The Agreement shall remain in force for a minimum period of 2 months from acceptance of Customer’s application being the date on which the Service Order was signed or confirmed by the Customer. It will renew for successive periods after initial commitment until terminated by either Castlegem Ltd. or the Customer.

Termination can be effected as follows:

(a) by the Customer: The Customer may terminate the Agreement by giving 2 months’ written notice, which may expire on any anniversary date of the initial date of commencement. Email notification will not be accepted as notice of termination of Agreement.

(b) by Castlegem Ltd.: Castlegem Ltd. may terminate the Agreement at any time forthwith if the Customer commits any breach of the Agreement including but without limitation non-payment of any fees due. Castlegem Ltd. will have the right to terminate the Agreement upon 30 days written notice at its sole discretion for any reason.

Castlegem Ltd. reserves the right to invalidate any Customer’s User name(s) and Internet Protocol Address issued to the Customer following termination of the Agreement and to reallocate to another customer.

Termination of the Agreement shall not affect any pre-existing liability of the Customer or affect any right of Castlegem Ltd. to recover damages or pursue any other remedy in respect of any breach by the Customer of the Agreement.

In the event of termination of the Agreement by Castlegem Ltd. on account of any breach of these Conditions by the Customer Castlegem Ltd. shall be entitled to the balance of all payments which would but for such termination have accrued due up to the earliest date on which the Agreement could have been terminated by the Customer in accordance with the terms hereof.

Services not terminated will automatically extend for the same period the initial contract was entered into. Monthly contracts will renew month to month, quarterly contracts quarter to quarter, annual contracts on a year to year basis, etc.

Service downgrades and upgrades

Service downgrades (for instance, when changing to a server package that offers fewer options) will take effect at the account’s anniversary date only (an account anniversary date corresponds to the day of the month at which an account was opened. For instance, if an account was opened on September 8, this account may be modified on the 8th of each month once the original commitment is over). Service upgrades, however, may take effect at any time.

Refund policy

Any prepayment is a commitment regarding the payment period that can not be refunded, all sales are final. However, when closing a product, Castlegem Ltd. may - but is not obliged to - decide that the account may be credited with the value of advanced payments for that product. The credit may solely be used for further purchases at Castlegem Ltd. Refunds without switching to a new service are not possible.

Billing errors can be credited retroactively for a period of up to one (1) month.

Payment obligation

Upon account activation, Castlegem Ltd. reserves space, equipment and resources for the customer’s needs. The Customer must pay its account even if he is not making any use of it.

Credit Authorisation

The Customer hereby authorises Castlegem Ltd. and gives consent to Castlegem Ltd. under applicable privacy laws for Castlegem Ltd. to obtain credit information and bank and other financial references regarding the Customer for the purposes of assessing the Customer’s credit worthiness, and the Customer will promptly execute and deliver to Castlegem Ltd. such further documents and assurances and take such further actions as Castlegem Ltd. may from time to time reasonably request in order to carry out the intent and purpose of this Section.

Limitation of Liability

The Customer acknowledes that Castlegem Ltd. permits other customers to install their software/applications on Castlegem Ltd.’s equipent in the premises. Castlegem Ltd. will have no liability for any damages, costs, or losses incurred by the Customer (or its customers) caused by such licencee’s acts, equipment, softwares, activitie, or failures to act. The limit of Castlegem Ltd.’s liability in contract, tort (including negligence) or by statute or otherwise to the Customer (or its customers) concerning performance or non-performance in any manner related to this agreement, for any and all claims will not, in the aggreaget, exceed the total fees paid by the Customer to Castlegem Ltd. under this agreement in the immediately preceeding 2 months from the date the claim arose. In no event will Castlegem Ltd. be liable to the customer or any third party for or in respect of loss of data, lost profits and/or revenue, contracts or business, special, indirect, consequential, incidental or punitive damages or losses, even if the same was forseeable by, or the possibility thereof is or has been brought to the attention of Castlegem Ltd.

No action or proceeding against the Company arising out of or in connection with the Agreement shall be commenced more than 2 months after the Services rendered, and the parties acknowledge that this clause constitutes an express waiver of any rights under any otherwise-applicable longer statute of limitations.

Force Majeure

Neither party will be liable for any delay, interruption or failure in the performance of its obligations if caused by acts of God, war, declared or undeclared, fire, flood, storm, slide, earthquake, or other similar event beyond the control of the party affected (“Force Majeure”). If any Force Majeure occurs, the party claiming the Force Majeure will promptly notify the other. The party claiming the Force Majeure will use commercially reasonable efforts to eliminate or remedy the Force Majeure. This Section will not apply to excuse a failure to make any payment when due.

Backup copies

Castlegem Ltd. can, upon request, activate backup services for colocation, dedicated server, and virtual private server (VPS) customers. The Customers purchasing management packages can also ask Castlegem Ltd. to activate their backup service. Backup Service is provided without any guarantee and only activated upon request. The Customer using Castlegem Ltd. backup services must make sure he receives the daily backup report and that the report is reflecting the desired backup configuration. The Customer must keep a personal backup copy of its softwares, sites, databases, configurations, and all content. Castlegem Ltd. cannot not be held responsible for any loss of data or data corruption. Charges for backup services are clearly marked as such on all order forms and service contracts.

Reselling

The Customer in the normal course of its business may resell to its customers use (subject to all the terms of this Agreement) of the Customer Space, Resources and Bandwidth Services provided by Castlegem Ltd. to the Customer pursuant to this Agreement, except that the Customer will not allow such customers to interconnect with other users in the Premises. Any act or omission of any such customer that would be a breach of this Agreement if committed by the Customer will be deemed a breach of this Agreement by the Customer. The Customer agrees to defend, indemnify and hold harmless Castlegem Ltd., and its officers, directors and employees (collectively, the “Indemnities”), from any and all liabilities, costs and expenses, including reasonable legal fees, related to or arising from (i) any act or omission of any such the customer that would be a breach of this Agreement if committed by the Customer, and (ii) any claim by any such customer arising from use of the Premises, services provided by Castlegem Ltd. under this Agreement or otherwise from performance or non-performance by a party in any manner related to this Agreement.

Expenses of Castlegem Ltd.

The Customer shall pay to Castlegem Ltd. all costs and expenses (so that any legal fees shall be based on an indemnity basis) incurred by Castlegem Ltd. in enforcing any of these Conditions, or exercising any of its other rights and remedies under the Agreement, including (without prejudice to the generality) all costs incurred in tracing the Customer in the event that legal processes cannot be enforced at the address last notified to Castlegem Ltd.

Responsibility for Content

The customer is solely responsible for the content stored on and served by her servers.

Entire agreement

This Agreement including the attachments hereto and any Service Orders signed by the parties constitute the entire agreement between the parties regarding the subject matter hereof and supersede all proposals and prior discussions and writings between the parties with respect thereto. EXCEPT AS SPECIFICALLY PROVIDED IN THIS AGREEMENT, Castlegem Ltd. MAKES NO REPRESENTATION, WARRANTY OR CONDITION, EXPRESS OR IMPLIED, AND EXPRESSLY EXCLUDES ALL IMPLIED OR STATUTORY WARRANTIES OR CONDITIONS OF MERCHANTABILITY, MERCHANTABLE QUALITY, DURABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR TITLE OR NON-INFRINGEMENT AND THOSE ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING OR USAGE OF TRADE. In case of any dispute or inconsistency this main agreement, any attachments, and/or any Service Order, the Service Order will take first priority, this main agreement will take second priority and the attachment will take third priority in interpreting the parties’ rights and obligations. All Services are provided on the foregoing conditions to the exclusion of any other terms and conditions and no terms and conditions contained in any document sent by the Customer to Castlegem Ltd. shall be of any effect with respect to the Agreement unless expressly accepted by a duly authorised officer of Castlegem Ltd. in writing. The Customer acknowledges that the Customer has not relied on and shall not be entitled to rescind the Agreement or to claim damages or any other remedy on the basis of any representation, warranty, undertaking or statement which is not set out in these Conditions or the Agreement including any representation made by or on behalf of Castlegem Ltd. in relation to the Services which has induced the Customer to enter into the Agreement with Castlegem Ltd.

Severability and Reformation

If any portion of this Agreement is determined to be or becomes unenforceable or illegal, such portion will be reformed to the minimum extent necessary in order for this Agreement to remain in effect in accordance with its terms as modified by such reformation. Furthermore, Castlegem Ltd. reserves the right to vary these Conditions as a result of changes required by its insurers, operation or administration problems, new legislation, statutory instruments, Government regulations or licences.

Choice of Law and Arbitration

These Conditions and the Agreement are subject to and governed by the laws of England under the jurisdiction of the Courts of England. The parties hereby irrevocably and unconditionally attorn to the non-exclusive jurisdiction of the courts of England, and all courts competent to hear appeals therefrom.

Complaints

Complaints or TOS & AUP violations must be reported to abuse@castlegem.co.uk, or by registered mail to our business adress.

Changes and rights

Castlegem Ltd. may vary these rules and regulations from time to time in its sole discretion, and the Customer will comply with all other reasonable security requirements that Castlegem Ltd. may impose from time to time, provided that the Customer has been given 30 days notice.