Please read the following terms of service carefully before signing up
TERMS AND DEFINITIONS
VPSSell (the Service Provider) means ServerClub LTD, Company Reg. No.15057878, registered office address: SERVERCLUB LTD, 124 City Road, London, United Kingdom.
Customer means a natural or legal person that orders and uses the Services of VPSSELL. A natural person who orders and uses the Services for any purposes not relating to his/her business, trade, craft, or profession (orders and uses them for consumption purposes) may also be referred to as the Customer Consumer in these General Terms and Conditions.
Parties means VPSSELL and the Customer. Each of them individually shall be referred to as a/the Party.
Services means the internet services provided by VPSSELL to Customers, such as Virtual Private Servers and other similar and/or related services and solutions. Detailed information on the services provided by VPSSELL is available on the Website.
General Terms and Conditions means these General Terms and Conditions of Provision of Services of VPSSELL, which lay down the main conditions and procedure of provision and use of the services and the rights and obligations of the Parties. The General Terms and Conditions are published on the Website.
Special Terms and Conditions means the Services provision plans and parameters as well as the Services provision pricing conditions, which in combination with the General Terms and Conditions shall constitute the Agreement. The Services provision parameters and pricing are published on the Website: www.vpssell.com. The Special Terms and Conditions shall also include information relating to the Services that is provided in the Account in the Customers System.
Agreement means the agreement of provision of the Services concluded between the Customer and VPSSELL according to the procedure laid down in these General Terms and Conditions, which Agreement consists of the General Terms and Conditions and the Special Terms and Conditions and under which the Parties assume, with regard to each other, certain obligations relating to ordering, provision, receipt, and use of the Services.
Website means the website administered by VPSSELL that is accessible at https://www.vpssell.com/ .
Customers System means the Customers self-service system available at https://my.vpssell.com/clientarea/ by means of which Customers can place, and agree on Services orders, manage the Services, receive, view and pay invoices for the provided Services, and receive and exchange information with VPSSELL.
Account means the Customer’s account in the Customers System, which the Customer can create by filling out the registration form and by means of which the Customer can access and use the Customers System.
Privacy Policy means the Privacy Policy of VPSSELL that is published on the Website at Link.
Service Reservation Expenses means the expenses that VPSSELL sustains for the reservation of the Services resources, e.g. reservation of server space, as well as the expenses sustained by VPSSELL in connection with employee time costs, and which VPSSELL is unable to regain. When the Customer concludes the Agreement for a fixed Service term and in each subsequent extension of the Service term, the reservation expenses shall be included in the Service fee. The amount of the Service fee set for the Service term shall cover and compensate for the expenses of VPSSELL referred to above.
GENERAL PROVISIONS
The General Terms and Conditions are legally binding upon the Parties. The General Terms and Conditions must be abided by each Customer, regardless of whether or not the Customer registers with the Customers System and whether or not the Customer has an Account in the Customers System. The Services may only be ordered and used following familiarisation with the General Terms and Conditions and acceptance to be bound by them. Where the Customer does not agree to the General Terms and Conditions (or part thereof), the Customer may not order or use the Services and register with, or use the Customers System. The General Terms and Conditions shall not replace or annul any rights of Customers Consumers that are guaranteed by legal acts or any duties of VPSSELL in respect of Customers Consumers that are provided for by legal acts.
VPSSELL may amend both the General Terms and Conditions and the Special Terms and Conditions, if the Services or the particularities of their provision change, if the business model of VPSSELL or the model of provision of the Services (e.g. operating conditions, territory, pricing) change, and if the General Terms and Conditions or the Special Terms and Conditions must be amended due to the change of legal acts or any instructions given by state authorities.
Customers shall be notified about the amended General Terms and Conditions by e-mail or in the Customers System. The amended General Terms and Conditions shall become effective after they are published on the Website and shall only apply to Service orders, use and provision of the Services implemented after amendment of the General Terms and Conditions. Where the Customer does not agree to any amendments to the General Terms and Conditions, the Customer may not order the Services or extend the term of use of the ordered Services. Where the Customer orders any Services or extends the term of use of the Services after publication of the respective amendments to the General Terms and Conditions, it shall be deemed that the Customer agrees to the amendments of the General Terms and Conditions in full and without any reservations.
VPSSELL shall not be liable and shall not assume any risk, if the Customer fails to familiarise himself with the General Terms and Conditions and/or the Special Terms and Conditions. With consideration of the fact that the Customer has been provided with an opportunity to familiarise himself with the General Terms and Conditions and the Special Terms and Conditions, it shall be deemed that VPSSELL has appropriately fulfilled its obligations relating to provision of information.
THE AGREEMENT AND SUBJECT MATTER THEREOF
The Customer that wishes to conclude the Agreement must place with VPSSELL a Service order accompanied by all required information, read and agree to the General Terms and Conditions and the Special Terms and Conditions, and pay for the Services in accordance with the procedure laid down in the General Terms and Conditions. The Agreement shall be deemed concluded and shall become effective from the moment the Customer performs all the actions listed in this clause.
VPSSELL hereby undertakes, either independently and/or by hiring subcontractors, to provide quality Services to the Customer in accordance with these General Terms and Conditions and the applicable Special Terms and Conditions, and the Customer hereby undertakes to accept the provided Services and use them according to the provisions of these General Terms and Conditions and the Special Terms and Conditions and pay the agreed Service price to VPSSELL.
ORDERING OF THE SERVICES AND EXTENSION OF THE TERM OF PROVISION OF THE SERVICES
The Customer may order the Services on the Website and/or in the Customers System by filing out the order form and/or providing the information required for ordering the Services. Successful placement of an order shall be confirmed by notifications sent by e-mail. After the Customer pays the proforma invoice for the Services provided to the Customer by VPSSELL by e-mail and/or in the Customers System, it shall be deemed that the Agreement has been concluded and VPSSELL shall commence implementation of the Service order.
For execution of a placed order to be commenced, the Customer must pay the proforma invoice issued by VPSSELL within the time-limit indicated in the invoice. Where the Customer fails to pay the invoice or pays it with a delay, the order shall be cancelled, unless VPSSELL provides the Customer with an opportunity to pay for the Services later by extending the payment deadline VPSSELL shall not commence execution of an order until the Customer has paid for the Services.
Following placement of an order, the Customer may only adjust and/or cancel the order if the Customer registers with the Customers System. In the Customers System, the Customer can also manage the ordered Services and order new Services. Where the Customer does not register with the Customers System, the Customer may not adjust or cancel an order but may place a new order. Only an order paid by the Customer shall be executed.
The Parties hereby agree that at least 7 (seven) days before expiry of the term of provision of an ordered Service, VPSSELL shall issue to the Customer a proforma invoice for the Services for the same term for which the Services were last ordered. Following payment by the Customer of the proforma invoice, the provision of the Services shall be extended for the said term.
THE CUSTOMERS SYSTEM, REGISTRATION AND ORDER INFORMATION
The Customer hereby undertakes to provide VPSSELL with accurate, correct, and complete information relating to registration with the Customers System and Service order. Where the Customer provides any inaccurate, incomplete, or incorrect data, it may be impossible to register with the Customers System and/or order the Services. Furthermore, in this case VPSSELL shall acquire the right to cancel the already created Account, restrict or suspend the use thereof, and/or refuse to accept a Service order.
Following provision and entry of all information required for registration by the Customer, the Customer shall be registered, and an Account shall be created for the Customer in the Customers System. An automatically generated password intended to protect the Account shall also be sent to the Customer. The Customer may change this password to a password of his choice.
Where VPSSELL has any doubts as to the Customer’s identity, then, prior to activating the Account for the Customer and/or providing all functionalities of the Account, VPSSELL shall be entitled to request from the Customer additional information and/or documents proving the Customer’s identity or other relevant circumstances. Successful registration of the Customer shall be confirmed by notifications sent by e-mail. Where the conditions and requirements specified at the time of registration are not satisfied, e.g. any of the requested information is not provided, the Account will not be approved.
The Account in the Customers System shall be created for the Customer automatically, and the Customer may not transfer the Account or provide any other rights to use the Account to third persons, except in cases where the Customer, in the process of using the functionalities available in the Customers System, grants access and/or use rights to other users related to the Customer (employees, representatives, etc.). Such users shall act on behalf of the Customer, and the Customer shall assume all liability for any actions performed by such users in the Customers System and for any obligations they assume.
The Customer shall be responsible for the accuracy, correctness, and completeness of any data provided in the Account at the time of registration and/or ordering of the Services or later. It is prohibited to use any data of other persons at the time of registration and/or when ordering the Services.
The Customer must store his login data in such a manner as to protect them from unauthorised access by third parties, and immediately notify VPSSELL about any changes in the information and/or data provided by the Customer by adjusting the respective information in his Account. VPSSELL will always deem that the data provided by the Customer are accurate and complete. VPSSELL will not be liable for any damages sustained by the Customer and/or third parties as a result of the Customer indicating any inaccurate and/or incomplete data or not adjusting or supplementing any data in case of their changes, except in cases where such data inaccuracies appear as a result of an inappropriate operation of the Website and/or the Customers System.
Where the Customer provides any inaccurate, incomplete or incorrect data, VPSSELL shall be entitled to immediately and without notifying the Customer implement all or any of the following measures: (i) not register the Customer’s Account; (ii) deactivate the Customer’s Account; (iii) restrict or suspend the possibility to use the Account and/or the Services; (iv) delete any data of the Customer that are processed by VPSSELL; (v) refuse to accept a Service order. Notification about the implemented measures and the reasons for their implementation shall be provided to the Customer immediately after their implementation by e-mail or telephone.
The Customer may freely adjust and/or supplement registration data at any time. The Customer may only delete the Account in case it does not have any active Services; therefore, in order to delete the Account, the Customer must first of all cancel and/or terminate the Agreement. Following deletion of the Account, the Customer shall be deprived of the opportunity to use the Customers System. Following deletion of the Account by the Customer, VPSSELL may, with consideration of legal requirements, continue to store certain data of the Account in accordance with the procedure and time-limits laid down in the Privacy Policy.
VPSSELL shall be entitled to create and develop the Customers System and/or the Services and adjust their functionalities and properties as it deems fit. Where any modifications are material, VPSSELL shall notify Customers of this in the Customers System and/or on the Website or by sending an e-mail notification.
VPSSELL shall not provide any guarantees as to the quality, uninterrupted operation, or absence of faults or errors of the Customers System and shall not assume any liability for its temporary and/or ongoing non-operation and/or inappropriate operation or temporary unavailability, if this occurs for objective reasons, or for any loss of, or damage to the Customer’s data, if this occurs in the absence of any fault or gross negligence on the part of VPSSELL, or for storage of any information or data transferred to the server by the Customer using the Customers System upon termination of use of the Customers System. However, VPSSELL shall in all cases be liable for execution of paid Service orders.
VPSSELL shall be entitled to suspend the operation of the Customers System for a necessary and reasonable term, if this is required to carry out implementation of new functionalities, modifications, or technical maintenance. VPSSELL shall also be entitled to suspend the operation of the Customers System due to data security breach risks or if required by legal acts or an administrative act.
The Customers System may not be used for any purposes other than its intended purpose, or for any illegal or incompatible purposes. VPSSELL may at its own discretion discontinue or suspend the Customer’s access to all or some of the services or functionalities of the Customers System, if it has any justified suspicions that the Customers System is used for a purpose other than the intended purpose or in case where the Customer encumbers or uses the Customers System in violation of these General Terms and Conditions, requirements laws or other legal acts in a manner that poses a threat to the functioning of the Customers System or its availability for other Customers.
In the process of implementing any improvements, modifications, or fault elimination of the Customers System, VPSSELL shall ensure that the quality of the Services provided to the Customer does not decrease and that the other obligations relating to the Agreement are performed.
When the Customer orders the Services and/or registers with the Customers System, the Customer may be requested to agree and/or disagree to processing of personal data and profiling for the purposes of sending informational and/or advertising messages. The Customer can manage his consents in the Customers System. Further information about personal data processing is provided in the Privacy Policy.
PROVISION OF THE SERVICES AND OBLIGATIONS OF THE PARTIES
The parameters of provision of specific Services are indicated in the Special Terms and Conditions.
VPSSELL hereby undertakes to:
Provide to the Customer the Services ordered by the Customer in accordance with the Services quality parameters;
Ensure that the professional hosting and/or server renting service is available 99.95% (ninety-nine and ninety-five hundredth of a per cent) of any calendar month time (from the first to the last day) (hereinafter the Service Level), except the service unavailability due to scheduled technical maintenance;
Emergency technical maintenance, or a force majeure event. The Service Level will not apply (and any Service compensation will therefore not be provided either), if the Service Level is not ensured as a result of any of the following: (i) the Customer carries out any testing of the Services without first reaching agreement with VPSSELL; (ii) the Customer fails to follow any specific instructions given by VPSSELL; (iii) the Customer fails to perform any obligations under the Agreement, any rules laid down in the General Terms and Conditions, or any parameters or conditions laid out in the Special Terms and Conditions;
Compensate to the Customer for every hour of the unachieved Service Level 10% (ten per cent) of the monthly fee payable under the Agreement for the Services listed in clause 6.2.2, but in any case no more than 100% of the monthly fee payable under the Agreement for the said Services, or provide the Services free of charge for the respective period when the Service Level is not achieved;
Not later than within 3 (three) business days from conclusion of the Agreement, grant to the Customer the right to use the Services for the term that was paid, except in cases where provision of the Services is subject to satisfaction of additional conditions as provided for in clauses 6.2.6 and 6.2.7;
At least 7 (seven) days before expiry of the term of provision of a Service, send to the Customer an invoice for payment for extension of the term of provision of the Service to the e-mail address indicated by the Customer;
Assign Linux system administrators for continuous maintenance of a professional hosting server;
Unilaterally increase the Service plan of the professional hosting, if it is necessary for the reliable and continuous operation of the Client’s server;
Not later than within 24 (twenty-four) hours, take measures and put effort to eliminate any Service provision faults that occur due to failure of any hardware or software of VPSSELL. Where it is impossible to eliminate a Service provision fault within the said time-limit, VPSSELL shall notify the Customer about the envisaged time-limit for elimination of the Service provision fault;
Where provision of a Service fails by reason of failure of any services provided by partners (subcontractors) hired by VPSSELL or by reason of any other circumstances beyond VPSSELL’s control, VPSSELL may be unable to indicate and ensure a specific term of elimination of the failure of the Service;
Implement necessary measures to ensure the security of hardware and software of VPSSELL and of data of the Customer;
Immediately notify the Customer by phone, Support Ticket or e-mail on any issues relating to provision of the Services, e.g. if, in the opinion of VPSSELL, there is a threat or there are grounds to believe that there is a threat to the security of the Customer’s website and/or data, the limit of the data repository is about to be reached, the term of provision of a Service is about to expire, etc.
The Customer hereby undertakes to:
Provide accurate information that identifies the Customer and contact information and timely notify about any changes in this information. At the request of VPSSELL, provide documents confirming the accuracy of the information referred to above;
Comply with the conditions of provision of the Services, pay for the Services, use the Services for their intended purpose and in accordance with their technical and quality parameters, and follow VPSSELL’s instructions required for the appropriate provision of the Services and performance of the Agreement;
Not use the Services, either directly or indirectly, for any unlawful activities or in violation of enforced legal acts of the United Kingdom or any rights of VPSSELL and/or third parties;
Pay for the ordered Services by the deadline indicated in the respective proforma invoice;
Not adjust and/or modify the Services or their technical parameters independently, if such a possibility is not provided for or granted in the case of provision of specific Services;
Not use the Services for any illegal purposes, including, without limitation, bulk e-mail sending, causing of harm to the operation or security of computer systems and networks, or in violation of enforced legal acts of the United Kingdom and/or other countries or rights of the Service Provider or third parties;
Immediately notify VPSSELL about any Service provision faults;
Protect login and other information, ensure security of the software code of websites, and timely update software and plug-ins;
Agree to the resource accounting data provided by VPSSELL and pay for the used server and/or other resources in accordance with the respective invoice issued to the Customer;
Perform VPSSELL’s requests and instructions relating to assurance of the appropriate provision and security of the Services and take all necessary steps and cooperate in the process of resolving any matters relating to provision of the Services and elimination of any faults of provision of the Services;
Use services of a competent system administrator for the purpose of ongoing maintenance of the rented server (https://vpssell.com/) and assurance of timely update and security of software, or implement this independently.
VPSSELL shall be entitled, without the Customer’s consent, to hire third parties (subcontractors) for the purpose of performance of obligations under the Agreement. Implementation of this right shall not qualify as assignment of any rights or obligations.
VPSSELL shall be entitled to immediately and without prior notice suspend, deactivate and/or discontinue provision of the Services to the Customer, if, by reason of the Customer’s actions and/or inaction: (i) there is a threat to provision of the Services, the quality, security, integrity and/or reliability of the Services; (ii) damage is caused to VPSSELL and/or third parties and/or their reputation; (iii) the Services are used illegally and/or for any purposes that are incompatible with democratic values and/or good morals; (iv) the Customer and/or his representatives communicate in a rude, insulting or disrespectful manner, or any other recipients of the Services are prevented from using the Services. In these instances, provision of the Services may, by decision of VPSSELL, be suspended until the violations have been eliminated or provision of the Services shall be discontinued.
VPSSELL shall also be entitled, subject to giving notice to the Customer 1 (one) business day in advance, to suspend provision of the Services, if this is required for carrying out implementation of new Service functionalities, upgrades, modifications, migrations, or technical maintenance.
To ensure security of the Services and/or security of the Customer’s website, VPSSELL shall be entitled, without giving prior notice, to suspend provision of the Services, if there is a security threat to the Customer’s website, e.g. a DDoS (distributed denial of service) attack, or the Customer’s message flow creates problems for VPSSELL’s technical platform. Following suspension of provision of the Services, VPSSELL shall notify the Customer about the reasons for the suspension and the planned resuming of provision of the Services.
PAYMENT FOR THE SERVICES
The use of the Services by Customers is normally subject to a fee. In certain cases, VPSSELL may offer trying its Services free of charge. In this case, the Customer shall be separately notified about the conditions of provision of such Services.
Specific rates of the fee payable for the Services shall be indicated in the Special Terms and Conditions, and they are also indicated on the Website and/the in the Customers System when a specific Service is selected. At the time of ordering of the Services, the rates of the fee for the Services enforced at the time the order is placed shall apply.
The fee payable for the Services shall be indicated in the proforma invoice issued to the Customer. The fee payable for the Services shall include the Service Reservation fees, including value added tax (VAT), if VAT applies according to enforced legal acts.
The Customer must pay the fee to VPSSELL by the payment deadline indicated in the proforma invoice. Methods of payment for the Services shall be indicated in the proforma invoice issued to the Customer.
Unless the Parties otherwise agree in writing, an invoice for the Services shall be issued to the Customer in advance for the fixed term of use of the Services indicated in the Special Terms and Conditions and/or at the time of placement of the order. This term and the Services fee payable for this term shall be set with consideration of the Service Reservation Expenses; consequently, if the Customer terminates the Agreement or discontinues using the Services before this term expires, the paid amount shall not be refunded to the Customer, except in the instance indicated in clause 8.1 of these General Terms and Conditions.
Invoices shall be sent to Customers at the time an order is placed and/or to the e-mail addressed provided in the Customers System. Invoices shall also be provided in the Customers System.
VPSSELL may adjust the rates of fees payable for the Services by giving the Customer notice to that effect at least 60 (sixty) days in advance. Any adjustments shall not affect the fees payable for the periods that commenced before the date the adjustment become effective. In case of adjustment of the fee rate, the Customer shall be entitled to terminate the Agreement with VPSSELL from the adjustment effective date by giving notice to VPSSELL to that effect using the contact information available on the Website, by cancelling the Services in the Customers System, or by not paying an invoice for the Services for which the fee rate was adjusted.
Where the Customer fails to timely pay for the Services, the delayed payment administration fee indicated in the Special Terms and Conditions may be imposed on the Customer. VPSSELL reserves the right to suspend the Customer’s opportunity to use the Services for the period of the delay or discontinue provision of the Services, if it is not the first instance of the Customer’s failure to pay timely. VPSSELL shall be entitled to charge an additional fee for resuming of provision of a suspended or discontinued Service.
Where VPSSELL restricts provision of the Services, suspends, or discontinues it by reason of the Customer breaching any provisions of these General Terms and Conditions and/or the Special Terms and Conditions, then the fee for the Services that have not been used shall not be refunded. The fee shall not be refunded or compensated to the Customer in any other manners, e.g. by extending the Services, either. VPSSELL shall not assume, or compensate for any direct or indirect damages sustained by the Customer as a result of such restriction, suspension, or discontinuation.
By agreeing to the General Terms and Conditions, the Customer expressly agrees to receive electronic invoices. Electronic invoices shall be issued and received in any electronic format, including e-mailed links to invoices uploaded in VPSSELL’s system.
WAIVER AND TERMINATION OF THE SERVICES AGREEMENT; REFUNDS
The Customer shall be in any case entitled, without indicating a reason, to waive the Agreement that was concluded with VPSSELL remotely within 7 (seven) days from conclusion of the Agreement and regain the funds paid for the Services.
The right to waive the Services Agreement and regain the funds shall not apply to any Agreements under which provision of the Services to the Customer has commenced or has been completed in full and which provide for the Customer’s duty to pay the price of the Services. By agreeing to these General Terms and Conditions, the Customer confirms his understanding and expressly confirms that he shall not be entitled to waive the Services Agreement when VPSSELL has performed the Services Agreement in full and/or has provided the specific Services in full.
Where the Customer waives the Services Agreement in accordance with the procedure laid down in clause 8.1, all the funds paid for the Services shall be refunded. VPSSELL shall refund all the funds paid by the Customer Consumer for the Services within 14 (fourteen) days from the date of receipt of notice of waiver of the Services Agreement.
Funds shall be refunded to the Customer Consumer in the same manner in which they were paid for the Services.
Fees paid shall only be refunded to the Customer if the Agreement is terminated on the initiative of the Customer within 7 (seven) calendar days from its effective date. In case where the Customer terminates the Agreement upon expiry of the said term, any funds paid by the Customer as a Service fee shall not be refunded and it shall be deemed as compensation to VPSSELL for the Service Reservation Expenses.
VPSSELL shall be entitled, at its discretion, to terminate the Agreement and/or suspend provision of the Services, if the Customer breaches any provisions of these General Terms and Conditions and/or any of his obligations as well as in other instances provided for in the General Terms and Conditions.
Prior to terminating the Agreement and/or suspending or discontinuing provision of the Services, VPSSELL shall notify the Customer (except in instances listed in these General Terms and Conditions) about the breach being committed by the Customer and about the fact that, if the breach is not eliminated and/or discontinued within the time-limit set by VPSSELL, the Agreement will be terminated or provision of the Services will be suspended and/or discontinued.
Upon termination of the Agreement and/or discontinuation of provision of the Services in accordance with the procedure laid down in these General Terms and Conditions, VPSSEL shall not guarantee the subsequent storage of the Customer’s data or an opportunity for the Customer to transfer the data from VPSSELL to any other servers, repositories and/or environments.
INTELLECTUAL PROPERTY
All intellectual property rights to the Services, the Website, the Customers System, the data stored in the Customers System, names, logos, Service names, descriptions, trademarks, software, designs, as well as all of their updates, modifications, improvements, supplementations, corrections and new versions and other property attributes, including all and any intellectual property rights attributed to them, shall be owned by VPSSELL, and these rights shall not be transferred or assigned to the Customer. All the rights to the Services and VPSSELL’s works shall be reserved. No content or other information of VPSSELL may be reproduced, made available publicly, or distributed without VPSSELL’s prior written consent.
The Customer hereby grants to VPSSELL the right to use free of charge, for an unlimited time and in an unlimited territory, the Customer’s name and logo in VPSSELL’s customer lists, on the Website, in advertising, and in commercial offers. The Customer may object to such use of its data at any time.
The Customer shall not be entitled to make any changes or modifications to the software code or other constituent parts of the Website, the Customers System, or specific Services, use reverse engineering, or perform any other actions that may affect the operation or integrity of the Website, the Customers System and/or the Services.
PERSONAL DATA
VPSSELL shall process personal data relating to provision of the Services as indicated in the Privacy Policy, with which the Customer must familiarise himself. The data processing agreement is also published on the Website for instances where VPSSELL acts as a processor of personal data controlled by the Customer. A separate personal data processing agreement shall not be concluded between the Parties.
LIABILITY OF THE PARTIES
Where a Party sustains any damages by reason of any unlawful actions of the other Party, the guilty Party must compensate for the direct damages sustained by the aggrieved Party, except in cases where legal acts obligate the guilty Party to compensate for all the damages sustained by the aggrieved Party.
VPSSELL shall not be liable for any consequences appearing to the Customer, if the Agreement is terminated and/or provision of a Service to the Customer is suspended and/or discontinued in accordance with the procedure laid down in these General Terms and Conditions.
VPSSELL shall not be liable for any of the following: (i) errors and failures of any communication systems used by the Customer; (ii) Service use faults resulting from cyber-attacks, viruses, or other third-party actions, except in cases where VPSSELL has failed to implement at least minimum security measures; (iii) failures or loss of any device used by the Customer; (iv) inappropriate operation of an operating system used by the Customer; (v) failures of operation of any other programmes; (vi) inappropriate operation of the Services as a result of the Customer failing to abide by the conditions of use of the Services; (vii) inappropriate operation of the Services resulting from the Customer’s intent or gross negligence, bad faith or illegal actions, or inaccurate or incorrect data provided by the Customer; (viii) any content uploaded by the Customer or compliance of any such content with legal acts, because VPSSELL does not control and does not affect any information that is transmitted, received and/or stored (if any such information can be transmitted, received and stored) using the Services.
The Services shall be provided in accordance with the principles “as is” and “as available.” VPSSELL shall not guarantee that access to the Services will be uninterrupted or error-free. Upon occurrence of any Service provisions failures, VPSSELL will seek to eliminate them as soon as possible. VPSSELL shall not assume or compensate for any damages sustained as a result of Service operation faults or failures, except in cases where VPSSELL must assume liability for such damages according to applicable legal acts.
VPSSELL shall not guarantee that the Customer will be always able to avail of the Services at the desired place and time because provision of the Services also depends on other factors that are beyond the control of VPSSELL, e.g. unstable or unavailable internet connection, a faulty device of the Customer or the Customer’s service user, failure to provide data required for provision of the Services, etc.
The Customer shall be liable in full for the following: (i) the content of any information that he sends, receives and stores using the Services (including any violations of legal acts of the United Kingdom that regulate intellectual property, protection of personal data, provision of advertising services, etc.); (ii) any damage and inconvenience that arises to the Customer’s end users as well as any damage caused by the end users to VPSSELL and/or third parties (including any violations of legal acts of the United Kingdom that regulate intellectual property, protection of personal data, provision of advertising services, etc.); and (iii) in case of failure of the Services, the Customer shall be liable for prompt provision of information to VPSSELL. The Customer must also take all steps to prevent any damage relating to Service failures or minimise the consequences of any damage that occurs.
The Parties shall not be liable for failure to fulfil their obligations, if the failure results from any circumstances that the Parties could not have controlled or reasonably foreseen at the time of conclusion of the Agreement and where the Parties could not have prevented the appearance of these circumstances or consequences thereof (force majeure circumstances, e.g. fire, actions of state authorities, announcement of an emergency situation and/or lockdown, military actions or civil unrest, attack against electronic systems used by VPSSELL, including any systems managed by VPSSELL’s service providers, etc.). Where the said circumstances last for more than 1 (one) month, the Parties may terminate the Agreement.
INFORMATION EXCHANGE
All and any notices, requests, and other documents relating to these General Terms and Conditions and provision of the Services shall be sent to the Customer to his Account and/or to the e-mail address indicated by the Customer at the time of registration with the Customers System or placement of an order for the Services.
For the purposes of performance of the Agreement and provision of the Services and to ensure the prompt problem and issue solving, the Parties hereby agree that they shall give priority to communication by phone, except in cases where, to resolve an issue or situation, the Customer must be accurately identified and/or there is a need to communicate via the Customers System.
The Customer must immediately notify VPSSELL about any changes in his contact information by adjusting the information in the Account or notifying VPSSELL in another manner. Sending of notices or calling using the e-mail address or telephone number last known by VPSSELL shall qualify as proper provision of information.
The Customer must send notices to VPSSELL to the contact e-mail address indicated on the Website.
All and any information that VPSSELL provides to the Customer in the system as well as all and any information provided to the Customer individually by e-mail, including, without limitation, these General Terms and Conditions, shall be deemed to have been provided to the Customer in writing.
FINAL PROVISIONS
The Agreement, the General Terms and Conditions, and the Special Terms and Conditions shall be governed by the law of the United Kingdom.
VPSSELL may at any time assign its rights and obligations under the Agreement, the General Terms and Conditions, and the Special Terms and Conditions to third parties without obtaining the Customer’s consent, but in this case VPSSELL must ensure that, as a result of such assignment to third parties, the Customer’s position will not worsen, and the scope of the Customer’s rights and obligations will not change.
All and any disputes of the Parties relating to the Agreement, the General Terms and Conditions, and the Special Terms and Conditions shall be resolved by method of negotiations. Where the Parties are unable to resolve a dispute by method of negotiations within 30 (thirty) days, the dispute shall be finally resolved in court with consideration of the registered address of VPSSELL, except in cases where laws of the United Kingdom provide for a different jurisdiction.
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