1.1 Our Identity: In this agreement, "we," "us," or "our" refers to Target Web Services.
1.2 General Terms: These General Terms govern the process of submitting an order for our services through the www.targetwebservices website (referred to as the "Website") and the registration of an account on the Website for managing the services you receive. By providing your details and registering for an account on the Website, you agree to be legally bound by these General Terms and the applicable Schedules (as defined below).
1.3 The Schedules: Specific terms for the provision of particular services are outlined in the Schedules, which are available here. If you place an order for specific services, you are agreeing to be legally bound by the relevant Schedules in addition to these General Terms.
1.4 Changes to the Terms and Conditions: We reserve the right to modify the Terms and Conditions at any time. Any amendments will be posted on the Website and communicated to you via email. If you are dissatisfied with the changes, you have the option to terminate this Agreement (refer to Clause
1.5 Definitions and interpretation: In this Agreement:
The subsequent terms shall be defined as follows:
refers to the definition provided in Clause 4.1 of this Agreement.
The legal and binding agreement, based on these General Terms, the relevant Schedule(s), and the AUP, is established to facilitate the provision of specific services to you. This agreement comes into effect once you submit an Order to us and we issue an Order Acceptance. If you place multiple Orders, each Order, subject to an Order Acceptance, will be treated as a separate "Agreement."
Our acceptable use policy governs your usage of the Services and the Website, and it can be accessed at https://www.targetwebservices.co.uk/acceptable-use-policy. We reserve the right to periodically update the policy in accordance with its terms.
“Breach of Duty”
"Breach of Duty" refers to the violation of any obligation arising from either: (i) the explicit or implied terms of a contract that require taking reasonable care or exercising reasonable skill during contract performance, or (ii) the common law duty to exercise reasonable care or skill (excluding any stricter duty).
If you enter into the Agreement and you are not acting as a Consumer, you will be considered a business customer.
A Business Day refers to any day that is not a Saturday, Sunday, or a day when the clearing banks in the City of London are not open for business.
9.00am to 5.00pm
Confidential Information includes any information, regardless of its form or medium, obtained by either Party or on their behalf from the other Party in relation to this Agreement. Such information is considered confidential if it is explicitly marked as confidential or if a reasonable person would consider it to be confidential. This includes information disclosed or obtained before, on, or after the date of this Agreement, as well as any reproductions or portions of such information.
“Controller” , “Data Subject”, “Personal Data Breach”, “Process” and “Processing” & “Processor”
has the meaning given to it by UK GDPR policy.
“Data Sharing Appendix”
The information attached to or included in the Order outlines the nature and purpose of Processing under this Agreement.
“Data Protection Laws"
Regarding any Personal Data processed during the performance of this Agreement, the relevant legal framework includes the Data Protection Act 2018 and the UK General Data Protection Regulation (UK GDPR), along with any national implementing laws, regulations, secondary legislation, and other applicable data protection or privacy laws. These laws are subject to periodic amendments and updates, and they apply within the UK, including any future successor legislation.
The fees that you are obligated to pay us for the provision of Services are specified in the corresponding Schedule for each relevant Service. Additionally, the fees are outlined on the Website at the time of submitting your Order to us, and they are confirmed in the Order Acceptance.
The payment processor(s) that we, at our sole discretion, utilize to collect the Fees will be communicated to you during the payment process. Please note that the payment processor(s) may be subject to change periodically.
“Intellectual Property Rights”
The intellectual property rights covered by this agreement include copyright and related rights, trademarks and service marks, trade names and domain names, rights under licenses, rights in get-up, rights to goodwill or to take legal action 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. These rights encompass both registered and unregistered forms, as well as applications (or rights to apply) for, and renewals or extensions of, such rights. They also include similar or equivalent rights or forms of protection that currently exist or may exist in the future, regardless of geographical location.
Liability arising from or in connection with this Agreement includes but is not limited to breach of contract, breach of duty, torts (including negligence and intentional torts), deliberate breach (including deliberate personal repudiator breach), misrepresentation, restitution, or any other cause of action. This liability encompasses all claims and actions relating to or arising under this Agreement, including those explicitly provided for within this Agreement. It also covers liability that arises due to the invalidity or unenforceable of any term in this Agreement. For the purpose of this definition, references to "this Agreement" include any collateral contract.
The material you upload (or authorize to be uploaded) onto our servers as part of the Services encompasses a wide range of content. This includes but is not limited to 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. This material can take various forms and exist on different media.
The order you submit through the Website is for the purpose of receiving specific services from us.
Our written communication to you, in accordance with Clause 5.8, where we confirm the acceptance of your order.
acknowledgement of your Order.
Either "us" or "you," and the term "Parties" shall refer to both of us collectively.
Has the meaning ascribed to it by UK GDPR, and specifically pertains to personal data, or any portion thereof, for which you act as the Controller and in relation to which we function as the Processor, providing services under this Agreement.
A schedule that includes a detailed description of specific services to be provided by us to you.
The services and digital products that we offer you as part of this Agreement, some of which may be specifically described in the applicable Schedule(s).
“Special Categories of Personal Data”
The specific data categories outlined in Article 9(1) of the UK GDPR.
Any governing body with the responsibility to enforce Data Protection Laws.
has the meaning given to it in Clause 8.1;
“Terms and Conditions”
The General Terms and accompanying Schedules.
The meaning of the term is defined in section 3(10) (as supplemented by section 205(4)) of the Data Protection Act 2018.
“you” or “your”
The individual or entity who has registered for an account on the Website in order to submit an order and receive services from us.
By creating an account and placing an order, you confirm that you are a minimum of 18 years old.
3.1 Application of these General Terms: All Orders and Agreements are subject to these General Terms. Submitting an Order constitutes your unqualified acceptance of these terms and relevant Schedules. If you are a Consumer, your statutory rights remain unaffected.
3.2 Any other terms: This Agreement supersedes any separate terms you may propose. Conditions submitted in any form and at any time are expressly waived and excluded.
3.4 Authority (for Business Customers): Confirm your authority to bind any business when using the Website to submit an Order.
3.5 Conflict: In case of conflict, precedence follows: Order Acceptance over these General Terms, which prevail over the Schedules.
4.1 Account Requirement: To place an Order on the Website, registration for an account ("Account") is essential. You can manage details and administer services through the "My Account" section. Browsing is possible without registration, but to submit an Order, Account registration is mandatory.
4.2 Existing Account Holders: If you have an Account, log in to submit an Order.
4.3 No Account Yet: Without an Account, register to submit an Order. Provide name, address, email, and a password. Refer to our Privacy and Cookies Policy for details. Fill in the necessary information on the Website manually and follow instructions.
4.4 Account Registration: Upon registration, create a username and password. Maintain password confidentiality and report unauthorized use promptly. Anyone with your username or password disclosure is deemed authorized to act as your agent.
4.5 Valid Contact Information: Maintain an Account with a regularly accessed valid email address. Keep contact details updated throughout this Agreement. Accounts registered with others' email or temporary addresses may be closed without notice. Validation may be required at registration or if an invalid email is suspected.
4.6 Registration Rejection: We reserve the right to reject any Account registration and deny Website access for any reason at our absolute discretion.
5.1 Account Registration: Upon registering for an Account, you can proceed to place an Order.
5.2 Service Selection: Follow the Website instructions to choose the Services for which you intend to submit an Order.
5.3 Order Confirmation: Before finalizing an Order, a webpage will display your selected Services and corresponding Fees. You can rectify any errors before submitting the Order. Unless specified otherwise on the Website or agreed in writing, Fees are payable in the prevailing currency in England, currently pounds sterling.
5.4 Fee Payment: Pay Fees in advance as per intervals specified in the Order Acceptance. The initial Fees installment is due upon Order submission. Payment must be made through the designated Fees Processor, requiring an account with them and agreement to their terms and conditions.
5.5 Adequate Funds: Provide valid payment details with sufficient funds to cover the required payment to us.
5.6 Compliance with Terms: When placing an Order, you agree to abide by the current General Terms and relevant Schedules. Review the latest terms with each Order submission.
5.7 Order as an Offer: Your Order serves as an offer to purchase Services, remaining an offer until we issue an Order Acceptance or receive your cancellation notice, whichever comes first.
5.8 Order Acceptance: We are not obligated to provide Services until we accept your Order, which we may refuse at our discretion. An Order Acknowledgement is informational and not an Order Acceptance. The Agreement is formed upon our express acceptance through an Order Acceptance sent to you.
5.9 Invoicing: An invoice may be sent after issuing an Order Acceptance.
5.10 Cancellation Pre-Acceptance: We reserve the right to refuse Order processing, and you can cancel your Order until an Order Acceptance is sent. In case of cancellation pre-Acceptance, we will refund any Fees already paid for that Order.
5.11 Order Mistakes: Contact us promptly through the support ticketing system if you identify mistakes in your Order after submission.
5.12 Promotion Availability: Promotions and discounts offered to new customers are not applicable to existing or past customers. If you terminate this Agreement and submit a new Order seeking promotional benefits, we may reject the Order or apply standard pricing, disregarding promotions and discounts.
7.1 Accuracy of Information: You are obligated to provide us or the Website with accurate and non-misleading information, including Material, contact details, or any other data. It is essential to keep this information up-to-date and notify us promptly of any changes.
7.2 Your Responsibilities: You must:
7.2.1 Cooperate with us.
7.2.2 Provide any information reasonably required for the Services.
7.2.3 Immediately report any faults or suspected faults in the Services.
7.2.4 Report any abuse of the Internet, such as spam, hacking, or phishing, related to the Services.
7.2.5 Use your own login details for the Website and refrain from impersonating others.
7.2.6 Keep your password confidential and change it immediately in case of unauthorized access or breach of security.
7.2.7 Maintain access to the Services through your Internet or telecoms service providers.
7.2.8 License and configure third-party hardware and/or software for remote access to the servers.
7.2.9 Ensure the necessary knowledge and expertise for using the Services.
7.2.10 Ensure all Material is suitable and prepared for use with the Services.
7.2.11 Warrant that your use of the Services and any Material:
(a) Does not infringe Intellectual Property Rights or any other rights of third parties.
(b) Does not harm us or tarnish our name.
(c) Is not for sending spam or unsolicited emails.
(d) Is not for breaching or circumventing network or Internet security.
(e) Does not impose an unreasonable load on our infrastructure.
(f) Does not interfere with other users' use of the Services.
(g) Is not defamatory, obscene, abusive, malicious, indecent, harassing, or discriminatory.
(h) Conforms to all applicable laws, rules, regulations, bye-laws, and codes of practice.
(i) Does not contain any material detrimental to us or other users, including viruses or malware.
7.2.12 Comply promptly with our reasonable requests.
7.2.13 Ensure the Services meet your individual requirements.
7.2.14 Implement strong processes and controls for protecting Personal Data if you are a Business Customer.
7.2.15 Have plans and processes for information security maintenance and oversight if you are a Business Customer.
7.2.16 Ensure all staff are appropriately aware and trained in information security processes if you are a Business Customer.
7.2.17 Adhere to the AUP regarding the Website and the Services.
7.2.18 Keep any device used for accessing the Services up-to-date and apply reasonable security measures.
7.3 Restrictions: You must not:
7.3.1 Manipulate Orders or transactions unfairly.
7.3.2 Use or access the Website and/or the Services in violation of applicable law.
7.4 Material Ownership Warranty: You warrant ownership of any Material and ensure necessary rights and consents for its use with the Services.
7.5 Backups: Maintain regular and full backups of all Material unless specific backup services are agreed upon. We are not liable for failure to backup Material.
7.6 Indemnity for Material: If you are a Business Customer, indemnify us against liabilities, costs, expenses, and losses arising from any breach of specified clauses.
7.7 Insurance: Ensure adequate insurance for Material, including loss or corruption.
7.8 File Storage and Data Archival: Avoid using the Services for file hosting, data archival, or similar purposes.
7.9 Excess Usage: We may contact you and take actions if your usage is deemed excessive.
7.10 Peer-to-peer and Peer-to-server Sharing or Streaming: Prohibit the use of Services for these purposes, except when explicitly sold for peer-to-server streaming.
7.11 Content Delivery Networks: Do not use the Services for providing or participating in content delivery networks.
7.12 Usage with Third-party Products or Services: Avoid using the Services in conjunction with other third-party products, services, and platforms without explicit permission.
8.1 Our Service Commitment: We will diligently address any errors or omissions in the Services promptly during Business Hours on Business Days upon receiving comprehensive information about them. While we strive to ensure the Services are free from faults, we offer support through a ticketing system accessible via your Account for fault resolution and query responses ("Support Services"). We make reasonable efforts to respond to Support Services requests promptly, but we cannot guarantee specific outcomes or timelines. It may be necessary for us to seek support from a third party assisting in providing Support Services.
8.2 Exclusions: The following are explicitly not covered by Support Services:
8.2.1 Rectification of lost or corrupted Material.
8.2.2 Rectification of any failure to appropriately back up.
8.2.3 Resolution of faults or defects resulting from your non-compliance with this Agreement or any other agreement between you and us.
8.2.4 Modification or update of the content of any website covered by this Agreement.
We may, at our absolute discretion, include any of the excluded services listed in this Clause 8.2 as part of the Support Services. We disclaim any Liability for providing such excluded services to you, as per Clause 18.3 or Clause 19.3 (as applicable).
8.3 No Additional Charges: The Support Services are provided as an integral component of the Services under each Agreement, incurring no additional charges.
9.1 Involvement of Third Parties: In cases where the Services encompass the resale of software owned by a third party or involve the provision of services/products by a third party, your acquisition involves the purchase of a license for using that software and those services/products directly from the respective third party. This transaction is governed by the specific software license and/or terms and conditions of the third party, which will be accessible to you on the Website. Links to these terms will be provided on the relevant Services webpage, our Terms and Conditions webpage, and, if applicable, in a Schedule. Any representations or assurances regarding the license and provision of services/products are solely contained in the third party's license and/or terms and conditions. Please be aware that the third party retains the right to terminate any license and/or provision of services/products at their discretion.
9.2 Pricing Details: The fees associated with your acquisition of a license for third-party software and/or third-party services/products are determined by the respective third party. Any fees specified in the Order are approximate, and the actual amount you pay for the license and/or the services/products is subject to the sole discretion of the third party.
9.3 Assistance: We may extend Support Services for third-party software and services/products procured through the Services. Our ability to provide such Support Services is contingent upon the relevant third party offering suitable support to us.
9.4 Limitation of Liability: Except as provided in Clause 18.3 or Clause 19.3 (as applicable), we assume no liability for the actions of third-party software and service/product providers, the licensed software, and/or services/products provided to you through the Services, or for the availability (or lack thereof) of support related to that software and those services/products.
10.1 Billing and Payment: You are required to make monthly advance payments for Fees, and we will issue invoices monthly for the Fees payable.
10.2 Delayed Payment: Upon sending an invoice, we will send you a payment reminder. If you fail to settle any invoice within 14 days after receiving the reminder, we reserve the right to terminate this Agreement and cease providing the Services without further notice. It is your responsibility to ensure that:
10.2.1 Your payment details provided to the Fees Processor and contact details provided to us via your Account are accurate and up-to-date at all times.
10.2.2 The payment is successfully processed from your bank account or through your chosen payment method.
10.2.3 Any necessary actions to ensure payment completion, such as marking relevant invoices as paid, are carried out by you.
10.3 Fee Adjustments: We retain the right to increase any Fees upon three days' notice to you, with the revised fees taking effect from the subsequent payment date as per Clause 10.1. If you do not accept the fee increase, you have the option to terminate this Agreement in line with Clause 13.2.1.
11.2 Registrations and Notifications: Each Party affirms it holds, and during this Agreement's term, will uphold all required registrations and notifications under Data Protection Laws, pertinent to the fulfillment of obligations under this Agreement.
11.3 Legal Compliance: Both Parties confirm that, in executing this Agreement, they will adhere to Data Protection Laws.
11.4 Our Responsibilities: We will:
11.4.1 Process Personal Data solely based on documented instructions from you, unless compelled by Data Protection Laws or any other applicable law; in such instances, we shall notify you of that legal requirement before Processing, unless prohibited by law.
11.4.2 Ensure that individuals authorized to Process Personal Data commit to confidentiality or are subject to appropriate statutory confidentiality obligations.
11.4.3 Establish suitable technical and organizational measures to safeguard against unauthorized or unlawful Processing of Personal Data and accidental loss, destruction, or damage, proportionate to potential harm, technological advancement, and implementation costs.
11.4.4 Not commission any subcontractor for Processing Personal Data without your prior written consent (not unreasonably withheld), ensuring their compliance with this Clause 11.
11.4.5 Assist you in implementing technical and organizational measures for fulfilling your obligation to address Data Subject rights under Data Protection Laws related to this Agreement.
11.4.6 Aid you, at your cost, in responding to Data Subject requests, ensuring compliance with security, breach notifications, impact assessments, and consultations with supervisory authorities.
11.4.7 Upon your request or termination of this Agreement, delete or return Personal Data, and delete existing copies, unless applicable law mandates ongoing storage.
11.4.8 Provide information necessary to demonstrate compliance with this Clause 11 and allow and contribute to audits, inspections, or assessments conducted by you or an auditor mandated by you, under specified conditions.
11.4.9 Not transfer Personal Data outside the United Kingdom and the European Economic Area without your prior written consent, ensuring compliance with Data Protection Laws.
11.4.10 Promptly inform you if, in our opinion, any instruction from you infringes Data Protection Laws.
11.5 Notification of Personal Data Breaches: Both Parties will promptly notify each other of any Personal Data Breach related to obligations under this Agreement.
11.6 Impact Assessments: You will conduct appropriate data protection impact assessments to ensure compliance with Data Protection Laws, with our assistance upon your request.
11.7 Data Protection Principles: You are responsible for ensuring that Personal Data is handled in compliance with the data protection principles of Data Protection Laws.
11.8 Your Obligations: You will ensure:
11.8.1 Justification for Processing Personal Data in accordance with Data Protection Laws, including obtaining required consents and maintaining records.
11.8.2 Justified lawful Processing of Special Categories of Personal Data, where applicable.
11.8.3 No sending of Special Categories of Personal Data unless justified as lawful.
11.8.4 Availability of necessary consents and notices for lawful transfer of Personal Data to us under this Agreement.
11.9 Indemnity: If you are a Business Customer, you agree to indemnify and defend us at your expense against costs, claims, damages, or expenses due to any failure by you or your agents to comply with this Clause 11.
11.11 Subcontractors for Processing: You authorize our engagement of third parties as subcontractors for Processing, with your consent inherent in entering this Agreement, complying with Data Protection Laws.
11.12 New Subcontractors: If we engage new subcontractors during this Agreement, you will be informed at least 1 month before commencement, allowing you to object and, as the sole remedy, terminate this Agreement in line with Clause 13.2.
12.1 Ownership Rights: You recognize our ownership of:
12.1.1 All Intellectual Property Rights in the Services and associated works. 12.1.2 Any IP address assigned to you as part of the Services, which isn't transferable to another hosting provider upon Agreement termination.
A non-exclusive license is granted to you for using the Services and associated IP address to the extent necessary for receiving Services.
12.2 Material Ownership: We acknowledge your ownership of all Intellectual Property Rights in the Material, subject to obligations in this Agreement, especially Clause 7. You grant us a non-exclusive license to use the Material to provide Services and as outlined in this Agreement. Material usage is governed by:
12.2.1 Material is non-confidential; you maintain ownership but grant us a limited license to use, store, copy, and distribute it. 12.2.2 We have the right to disclose your identity to third parties or authorities if Material violates their Intellectual Property Rights or privacy rights.
14.1 Requesting Agreement Termination:
To conclude this Agreement or terminate any Service, kindly inform us through either of the following methods:
14.1.1 Ticketing System: Reach out to customer services via the support ticketing system in your Account. Provide your name, home address, order details, and, if possible, your phone number and email address.
14.2 Refund Process:
Any owed amounts for the Services will be refunded through the payment method you originally used.
14.3 Refund Timing:
Refunds will be processed promptly. If you're exercising your right to change your mind, the refund will occur within 14 days of notifying us about your decision.
14.4 Clause 14 Exclusion:
Business Customers are exempt from the provisions of Clause 14.