Barracuda Digital Limited Software as a Service

Terms and Conditions

 

Please read these terms and conditions carefully, as they set out our and your legal rights and obligations in relation our Barracuda Digital Limited platform and services.  You will be asked to agree to these terms and conditions before becoming a customer.

 

If you have any questions about our services, please contact us by writing to Barracuda Digital Limited, 1 Westminster Bridge Road, London. SE1 7XW or by email to enquiries@barracuda-digital.co.uk

 

AGREEMENT:

 

1.         Definitions and interpretation

 

2.         Agreement and Term

 

2.1     The advertising of the Platform and the Services on the Provider’s website constitutes an “invitation to treat”; and the Customer’s order for the Platform and the Services constitutes a contractual offer.  No contract will come into force between the Provider and the Customer unless and until the Provider accepts the Customer’s order in accordance with the procedure detailed in this Clause [2].

 

2.2     In order to enter into the Agreement, the Customer must take the following steps: (i) the Customer must register for use on the platform (ii) the Customer must then create an account (iii) once the Customer is logged in, the Customer must confirm the order in accordance with the Statement of Services, and consent to the terms of this Agreement; (iv) the Customer will then be able to submit its payment. (v) after payment has been submitted, the Provider will send to the Customer an initial acknowledgement that payment has been received.

 

3.         The Platform

 

3.1     The licence granted by the Provider to the Customer under Clause [3.2] is subject to the following limitations:

 

[(a)    the Platform may only be used by the named registered users.

 

[(b)    the Platform may only be used by the [employees, agents and sub-contractors] of the Customer and:

 

(i)       where the Customer is a company, the Customer’s officers;

 

(ii)      where the Customer is a partnership, the Customer’s partners; and

 

(iii)     where the Customer is a limited liability partnership, the Customer’s members;]

 

[(d)    the Customer must comply at all times with the terms of the acceptable use policy [supplied with the Platform / set out in Schedule [3]], and must ensure that all users of the Platform agree to [and comply with] the terms of that acceptable use policy; and]

 

3.2     The Customer must not use the Platform in any way that causes, or may cause, damage to the Platform or impairment of the availability or accessibility of the Platform, or any of the areas of, or services on, the Platform.

 

 

4.         Support Services and Upgrades

 

4.1     During the Term the Provider will provide the Support Services to the Customer, and may apply Upgrades to the Platform, in accordance with the service level agreement set out in Schedule [1].

 

[4.2    The Provider may sub-contract the provision of any of the Support Services without obtaining the consent of the Customer.

 

5.         Customer Materials

 

5.1     Subject to Clause [5.1], all Intellectual Property Rights in the Customer Materials will remain, as between the parties, the property of the Customer.

 

5.3     The Customer warrants to the Provider that the Customer Materials, and their use by the Provider in accordance with the terms of the Agreement, will not:

 

(a)      breach any laws, statutes, regulations or legally-binding codes;

 

(b)      infringe any person’s Intellectual Property Rights or other legal rights; or

 

(c)      give rise to any cause of action against the Provider or the Customer or any third party,

 

in each case [in any jurisdiction and under any applicable law / in England and Wales and under English law].

 

 

6.         Trial period

 

6.1     Customers may register and use the free services provided by Barracuda Digital.

 

7.         Charges

 

7.1     Customers will be charged the advertised price for the services. Charges to customers for services will not be changed unless notified 30 days prior to the registered email address.

 

7.2     Charges may be in in GBP. Barracuda Digital Limited are not liable for additional exchange fees, or variances in price due to customers wishing to pay in local currencies.

 

8.         Delivery

 

8.1     The service will become available online within 15 minutes of payment being received.

 

9.         Indemnities

 

[9.1    The Customer will indemnify and will keep indemnified the Provider against all liabilities, damages, losses, costs and expenses (including legal expenses and amounts paid [upon legal advice] in settlement of any disputes) suffered or incurred by the Provider and arising as a result of any breach by the Customer of Clause [5.3] or [insert].]

 

[9.2    The Provider will indemnify and will keep indemnified the Customer against all liabilities, damages, losses, costs and expenses (including legal expenses and amounts paid [upon legal advice] in settlement of any disputes) suffered or incurred by the Customer and arising as a result of any breach by the Provider of Clause [8.2(e)] or [insert].]

 

11.      Data protection

 

11.1    Barracuda Digital will not sell your email address to 3rd parties and will not send the customer emails with content for non related services.

 

12.      Refund, replacement and cancellation terms

 

12.1    The customer may request a refund and any application for a refund will be considered on it’s merits by Barracuda Digital Limited.

 

12.2    The customer may request a replacement period, but any request for a replacement service will not be considered due to lack of customer use.

 

12.3    The customer has the right to cancel the agreement, and any cancellation request will be processed by Barracuda Digital Limited within 30 days.

 

13.      Termination

 

13.1    The customer may terminate their access to paid for services at any time within the contract. Barracuda Digital Limited undertake to cancel the future payment within 30 days of the receipt of a cancellation notice set to

 

 

14.      Effects of termination

 

14.1    Termination of the contract will result in a removal of the Barracuda Digital SAAS service and support.

 

 

15.      Notices

 

15.1    Any notice given under the Agreement must be in writing (whether or not described as “written notice” in the Agreement) and must be delivered personally, sent by [recorded signed-for] post, or sent by fax [or email], for the attention of the relevant person, and to the relevant address or fax number [or email address] given below (or as notified by one party to the other in accordance with this Clause).

 

 

16.      Force Majeure Event

 

16.1    Where a Force Majeure Event gives rise to a failure or delay in either party performing its obligations under the Agreement [(other than obligations to make payment)], those obligations will be suspended for the duration of the Force Majeure Event.

 

 

17.      General

 

17.1    No breach of any provision of the Agreement will be waived except with the express written consent of the party not in breach.