An Amazon Agency Helping Brands Succeed.

Terms

    1. Defintions
        1. In this Agreement the following expressions have the following meanings except where the context otherwise requires:
          1. “Account” means the total sum of your designated subscription(s) with the Specification you ordered relevant to the Service we provide to you subject to these Terms of Service;
          2. “Additional Services” are available to Dedicated Server Subscription holders and means any optional extra(s) identified as such on our website which can be ordered by you subject to clause #8.8;
          3. “Co-located Machine Subscription” means where co-location provides physical space, power and bandwidth that are provided and configured prior to delivery to us by yourself . If your subscription begins with “eCo-located” then it is a Co-located Machine Subscription;
          4. “Dedicated Server Subscription” is a product with its own Specification which is tailored to your individual needs, which has virtually limitless hosting resources allocated to it if required. If your Subscription begins with “eDedicated Server” then it is a dedicated server subscription;
          5. “UMKYSEO” means the trading name of UMKY LTD (company registration number #09687734), Phoenix Business Park,Birmingham B7 4NU and the company’s web presence on the internet;
          6. “End User” means any entity or individual which is one of your customers;
          7. “Intellectual Property Rights” means patents, trade marks, design rights (whether registrable or otherwise), applications for any of the foregoing, copyright, database rights, know how, trade or business names and other similar rights or obligations whether registrable or not in any country (including but not limited to the United Kingdom);
          8. “Invoice” means the written means by which we formally require payment for our Services (excluding Subscription fees) in accordance with clause #23.2.
          9. “Resale” means the resale of our Service by you;
          10. “Service/Services” means the entirety of all products and services provided by UMKYSEO subject to these Terms of Service and ordered by you (whether by our order form, telephone, facsimile, electronic mail, or otherwise);
          11. “Shared Hosting Subscription” is a product with its own Specification that means that the individual users/subscribers are on a server physically occupied by other like users, i.e. with similar shared hosting packages. If your Subscription begins with “UM” (followed by a number) then it is a Shared Hosting Subscription;
          12. “Special Offer/Promotion” means any special offer or special promotion (including discounts, games, gifts, etc) identified as a special offer or special promotion on our website which you can order subject to clause #10;
          13. “Specification” means the definitive description of the capabilities, features and facilities of our Services as set out in our website and as confirmed in our order forms and/or in the electronic mail correspondence in which you ordered our Service;
          14. “Subscription” means a Dedicated Server Subscription, a Shared Hosting Subscription, a VPS Subscription or a Co-located Machine Subscription (as the case may be) together with any domain name(s), etc, you may order;
          15. “Subscription Fees” means the relevant fee for your Subscription(s) as apply to your Account together with any or all fees chargeable for any registration of domain names, etc ordered by you subject to clause #23.1.
          16. “Subscription Quota” means your allocated level of services (including but not limited to your bandwidth usage, disk space, maximum number of electronic mails that can be sent per day, etc) as detailed in the applicable Specifications relevant to your Subscription;
          17. “VPS Subscription” is a product with its own Specification that stands for Virtual Private Server which is similar to a Shared Hosting Subscription save that individual users are guaranteed a minimum proportion of hosting resources. If your Subscription begins with “eV” (followed by a number) then it is a VPS Subscription;
          18. “we/us/our” means UMKYSEO;
          19. “you/your/yourself” means any customer being an individual, body corporate, charitable or unincorporated association, or any other business, who use our Service subject to our Terms of Service;
          20. “Website” meaning “A set of interconnected webpages, generally located on the same server, and prepared and maintained as a collection of information by a person, group, or organisation”. For the avoidance of doubt, any content, however so arranged or presented as found within our online presence.

    The headings to these Terms of Service are for convenience only and shall not affect its interpretation.

    In the interpretation of these Terms of Service any reference to one gender shall include the other and any reference to plural shall include singular and vice versa.

    1. Ordering and pricing
      1. All prices displayed on the UMKYSEO website and within our online systems (including e-mail correspondence) are exclusive of Value Added Tax (VAT) payable at the current UK rate. Excluding none EU customers and those who enter a valid none GB EU VAT registration code.
      2. We may refuse to accept an order in any of the following situations:
        1. Where services may not be available;
        2. Where we cannot obtain authorisation for your payment;
        3. Where you do not meet some criteria set out in these Terms of Service;
        4. Whereby our security vetting system prohibits you from signing up.
      3. Connection to and use of the service
        1. Subject to clause #26.3, UMKYSEO guarantees 99.7% network uptime.
        2. Any equipment connected to or used with our Service must be connected and used in accordance with any instructions, safety and security procedures applicable to the use of that equipment. Any equipment that is connected (directly or indirectly) to our Service must be technically compatible with our Service and approved for that purpose under any relevant legislation. It must not interfere with the operation of our Service.
        3. UMKYSEO reserves the right to change or alter from time to time the Specifications of our Service to conform to applicable standards or laws or otherwise within reasonable limits having regards to the nature of UMKYSEO’s Service.
      4. Term and renewal
        1. Your contract period will begin upon the date you place your order for our Service.
        2. Subject to availability, you choose the length of your Subscription (by way of example monthly, quarterly, bi-annually, yearly, etc) as part of the package you order, which begins on the date as specified in clause #4.1 (the ‘Initial Term’).
        3. Your contract will automatically renew subject to the same Specification (unless notified otherwise by us) and Terms of Service for a further Initial Term (each, a “Renewal Term”) unless earlier terminated in accordance with clause #4.4 below.
        4. To cancel your Subscription you must use the control panel, click ‘My Account’, then ‘Subscriptions’, then the subscription in question, and finally the ‘Request Subscription Termination’ link.
        5. It is your sole responsibility and duty to check you have cancelled your Subscription in accordance with clause #4.4 above. UMKYSEO accepts no responsibility if you fail to properly cancel your Subscription, and you will have to pay for a Renewal Term in the event you do not properly cancel your Subscription.
        6. There are no partial or pro-rata refunds if you wish to terminate your Subscription prior to the expiration of the Initial Term or a Renewal Term (as the case may be).
      5. Equipment storage
        1. After cancellation of your contract for our Service, UMKYSEO will store any of your equipment and/or other hardware (if applicable) during the organisation and completion of shipping of such equipment back to you.
        2. After three months of storing any such equipment and/or other hardware, UMKYSEO reserves the right to dispose of the equipment and/or charge the customer for storage of the item(s).
      6. SMTP (email)
        1. We do not allow you to send more than 1000 pieces of e-mail per day from a Shared or Reseller Hosting Account. If you do send more than 1000 pieces of e-mail per day, your Subscription may be suspended. If you are sending legitimate e-mails and they total more than 1000 per day, your Subscription may have to be moved to a special server that is specifically designed to handle high volumes of e-mail and additional cost may be applied.
      7. Subscription quotas and limits
        1. Any database(s) stored on our servers via your Subscription are calculated towards your total Subscription Quota.
        2. You can view a breakdown of disk usage via your online control panels report section on our website. If you require additional disk space then you need to upgrade your Subscription as necessary.
        3. Limits assigned to a Shared Hosting Subscription/a VPS Subscription/a Dedicated Server Subscription/a Co-located Machine Subscription (as the case may be) are reflected in the package ordered by you.
        4. You are solely responsible for checking your Subscription to keep within your Subscription Quota.
        5. Should a larger amount/quota be required you should complete an upgrade of your Subscription via the ‘upgrade’ option in the online control panel.
        6. Limits assigned to one Subscription cannot be transferred to other Subscription(s) and any amount with a period for usage (bandwidth usage, etc) cannot be rolled over to the following period.
        7. If you exceed your Subscription Quota, we reserve our right to either:
          1. suspend your Subscription/Account; or
          2. charge you for the excess in accordance with the relevant prevailing prices as stated on our website and as are in force from time to time.
        8. Dedicated server and co-location subscription, and access to our facilities
          1. Any Dedicated Server Subscription provided by UMKYSEO will be provided with the Specifications tailored to your individual needs. We will source the relevant hardware and software (and set up payment arrangements for the relevant licence fee(s)) on your behalf.
          2. Save as regards Co-location Machine Subscriptions, you shall have no ownership in the server or software that we install, which shall be provided to you only during the contract term and whilst there are no outstanding payments.
          3. You shall be able to remotely access the server for management purposes, having no physical access to the server or ability to install additional hardware. If access is needed to a Co-located server then we may arrange a mutually acceptable time and place at our discretion. Please note that access cannot be granted within the data centre housing the server itself, and UMKYSEO accepts no liability and/or offers no refunds (pro-rata or otherwise) for the period downtime that shall ensue as a result of your request to physically access a server.
          4. Save as regards Co-located Machine Subscriptions, we will assign your dedicated server. Without prejudice to clause #27, if you use an IP address that we have not assigned to your server and you adversely affect our network or those of our suppliers or the services that we provide to other customers, we reserve the right to suspend or terminate your Subscription or Account.
          5. Software updates to the operating system and applications installed on a server are your sole responsibility. However, as an Additional Service (i.e. as part of the Support Bundle as defined below in clause #8.8.1) we can provide an upgrade within the support time available if requested. As software updates and security patches are your sole responsibility, UMKYSEO cannot be held responsible for any outages or server damage due to lack of maintenance by you.
          6. Any software provided/sourced by UMKYSEO that requires licensing, for example the Plesk control panel will require a monthly payment to ensure the license is up to date. For more information on pricing please use our contact section above.
          7. Subject to clause #8.10, Dedicated Server Subscriptions have full hardware related support; but configuration of the operating system and applications beyond the initial installation and setup is not included within the support we offer. However, we are able to provide a Support Bundle (as defined below in clause #8.8.1) with a Dedicated Server Subscription as an Additional Service, which must be purchased alongside the server.
          8. Dedicated Server Subscription holders have the option of ordering the following Additional Services:
            1. Five hours per calendar month of technical support at the price of £50 per month (which cannot be rolled over to the following month) for the first five hours, with additional support over 5 hours being charged at the rate specified in clause #11.3 (‘the Support Bundle’).
            2. Serial Console Access (allowing for out-of-band management) at the price of £50 per month.
            3. Extra space on UMKYSEO’s back-up server(s) at the rate of £5 per 1GB requested.
          9. Dedicated Server Subscription holders receive discounted installation/setup fee’s and have the benefit of electing to have Additional Services, in consideration for and on the understanding that, they sign up to a minimum contract period of twelve months beginning with the day on which we accept your order (‘the Term’). Should you terminate your Subscription to a Dedicated Server Subscription prior to the expiration of the Term and otherwise than in accordance with clause #4.4, then you shall become liable for the balance of the full setup fee and all the outstanding fees for the remainder of the Term.
          10. Full hardware and/or software related support for Dedicated Server Subscription holders will necessarily cease once the server and/or relevant component thereof has reached its End Of Life (‘EOL’). EOL means the relevant equipment (like the server or any software installed or licensed by us) or individual component thereof (like the processor or hard disks) is no longer fit for its purpose. For the purposes of this sub-clause ‘support’ means assistance with software or repair or replacement of faulty hardware components or other like repairs or assistance. We are the sole arbitrators as to whether & when any equipment or individual component thereof has reached its EOL, and we will notify you in the event of EOL.
          11. If your equipment has reached its EOL and subsequently you require our support you will have to either:
            1. upgrade your Subscription; or
            2. have your Subscription cancelled by us forthwith.
          12. Domain name registrations
            1. Subject only to clause #24.3, registration and renewals of domain names through UMKYSEO are non-refundable due to nature of domain registry systems. Please see below the links to domain name specific terms and conditions:

    .com/.net/.org Domains – Standard OpenSRS Terms of Service

    .uk Domains – Standard Nominet Terms of Service

      1. UMKYSEO reserves the right to refuse to transfer domain names on your Account if any Invoice(s) or Subscription Fee(s) remain outstanding.
      2. renewal(s) of domain name(s) are your sole responsibility.
    2. Special offers/promotions
      1. You can take advantage of any Special Offers/Promotion if you fulfil any and all necessary and applicable pre-conditions stated within such an offer or promotion.
      2. Special Offers/Promotions are valid/open to acceptance for the limited time(s) as stated on our website from time to time.
      3. If Special Offers/Promotions are provided by or through a third party supplier then that supplier has the sole responsibility to you for that Special Offer/Promotion.
      4. Special Offers/Promotions are offered at the sole discretion of UMKYSEO.
      5. UMKYSEO reserves the right to cancel and/or withdraw any Special Offers/Promotions at any time.
    3. Technical support
      1. UMKYSEO endeavours to provide a continuous high quality service. If you do experience problems, you should first seek help through our support portal. If you fail to find a resolution in our online FAQ’s or online Knowledge Base, please open an online ticket in our support system or contact us via the details on our website.
      2. Save as regards Dedicated Server Subscription and Co-located Account holders, UMKYSEO is pleased to offer what we deem a reasonable amount of free support as follows:
        1. our online ticketing system is free and is available 24 hours a day, 7 days a week, which is monitored and tickets are reviewed for urgency as and when required.
        2. our telephone helpline is manned as per the opening hours as stated on our website (‘the Telephone Helpline’). You can contact the Telephone Helpline on 0121 312 9793
      3. Save as regards the Support Bundle package as defined in clause #8.8.1, UMKYSEO reserves the right to charge for technical support as described in clause #11.2 above at an hourly rate rounded up to the nearest whole hour, having already provided what we deem a reasonable level of free support. Please contact us for our current rates.
      4. UMKYSEO reserves the right to withdraw the supply of the above-mentioned technical support.
      5. UMKYSEO will charge Dedicated Server Subscription and Co-located Account holders for technical support as per the rate specified in clause #11.3 above.
    4. Server and network maintenance
      1. UMKYSEO may find it necessary to provide maintenance on both hardware and software. Where possible, UMKYSEO aims to provide what we deem a reasonable period of prior notification.
      2. Under some circumstances emergency maintenance may be necessary with no notification to you dependant upon the situation.
    5. Customer responsibility
      1. You are required to use the UMKYSEO network responsibly. This includes respecting the other customers of UMKYSEO. UMKYSEO reserves the right to suspend and/or cancel your Service if you use the UMKYSEO network in such a way that adversely affects other UMKYSEO customers.
      2. You hereby agree to cooperate with UMKYSEO in any corrective or preventive action that UMKYSEO reasonably deems necessary. Failure to cooperate with such reasonable corrective or preventive measures is a violation of UMKYSEO policy and UMKYSEO reserves the right to take any such action even though such action may affect your End Users.
      3. When a website is found to be monopolising the resources available, UMKYSEO reserves the right to suspend that site immediately. This policy is only implemented in extreme circumstances and is intended to prevent the misuse of our servers and Services.
      4. You must report to UMKYSEO immediately if you become aware of any unauthorised use of any or all of the Services UMKYSEO provides to you.
    6. Data integrity
      1. UMKYSEO at all times endeavours to maintain up-to-date backups of all servers in the event of server failure. However, UMKYSEO makes no commitment to having this data available.
      2. UMKYSEO encourages customers to also make their own web site recovery plans in case they are affected by system or component failure.
      3. Specific Backup Service Terms of Service use/provision:
        1. This portion of the Terms of Service specifically relates to UMKYSEO’s backup service provision. UMKYSEO would like to reinforce the responsibility of all clients to perform regular backups of their data whether or not you subscribe to an additional backup solution service from UMKYSEO.
        2. UMKYSEO is not liable for data storage in any manner whatsoever for losses suffered to you or those connected to you or whom are reliant on your service with UMKYSEO.
        3. This not with standing, UMKYSEO aims to provide through the use of it’s backup network, a reliable and secure backup service to clients of our ‘Shared’ and ‘Dedicated’ server solutions. These backups will be processed daily, unless otherwise stated and/or agreed, and will take the form of a ‘bare metal’ backup.
      4. Recovery
        1. If a loss of data stored on a shared hosting server occurs whilst using UMKYSEO’s Services and it is reasonably deemed to be the fault of UMKYSEO, then UMKYSEO may refund you subject to clause #26.3.
      5. Scheduled tasks
        1. UMKYSEO may allow programs to run in the background. These programs will be considered on an individual basis and you may incur extra charges based on system resources used and operational maintenance needed.
        2. If you wish to run a scheduled task, please contact us with the above details for more information. Please include as much information as you can.
      6. Web-based statistics
        1. UMKYSEO shall use reasonable endeavours to ensure that the Web Statistics are accurately compiled and generated, however UMKYSEO accepts no liability for any loss whatsoever, suffered by the customer, because of its reliance on the content of the Web Statistics generated.
      7. Unsolicited commercial email (spam)
        1. Spamming, i.e. the communication of unsolicited electronic mail containing advertising / marketing or nuisance material from or through an UMKYSEO server or using an email address that is maintained on an UMKYSEO machine and either of which is directed to particular individual(s) is strictly prohibited (‘our SPAM Policy’). Further, it is a violation of our Spam Policy to engage in spamming using the service of another ISP or IPP, but reference in the spam a website hosted on an UMKYSEO server, or if you sell or distribute software on your website that facilitates spamming.
        2. UMKYSEO will be the sole arbiter as to what constitutes a violation of our Spam Policy.
        3. Violator’s Accounts will face immediate suspension whilst investigations take place, if necessary.
        4. Upon notification of an alleged violation of our Spam Policy, UMKYSEO will aim to initiate an immediate investigation (within 48 hours of notification). Please report any instances of spamming from UMKYSEO specific servers/IP’s to abuse@detailing as much information as possible, clearly identifying the source of the unsolicited email.
      8. Actions taken by UMKYSEO
        1. subject to clause #19.2, failure to abide by these Terms of Service (including our Spam Policy) may lead to the suspension and/or removal of your Subscription and/or Account.
        2. Whilst we investigate any reports of violations, your Subscription and/or Account may be restricted, suspended or terminated depending upon the severity of the violation. If the violation is a criminal or civil offence, UMKYSEO may notify the appropriate law enforcement agencies and/or require indemnification in accordance with clause #27.
      9. Illegal and prohibited use
        1. UMKYSEO servers may be used for lawful purposes only. Transmission, storage or distribution of any information, data or material in violation of any applicable law or regulation, or that may directly facilitate the violation of any particular law or regulation, is prohibited. This includes, but is not limited to the following:
          1. Child Pornography: The use of UMKYSEO’s services to store, post, display, transmit, advertise or otherwise make available child pornography is prohibited. UMKYSEO is required by law, and will, notify law enforcement agencies when it becomes aware of the presence of child pornography on, or being transmitted through, its Services.
          2. Adult Content: Due to the special system and network requirements of adult-oriented sites these are prohibited. This includes sites that may infer sexual content or provide links to adult content elsewhere. This is also true for sites that promote any illegal activity or content that may be damaging to our servers or any other server on the Internet, or provide links to such sites. However, under the discretion of the management we may allow some types of artistic nudity, or online stores.
          3. IRC: UMKYSEO does not allow IRC servers or IRC bots to be operated on our servers under any circumstances.
          4. Viruses and Other Destructive Activities Use of UMKYSEO’s services or equipment for creating or sending Internet viruses, worms or Trojan horses, or for pinging, flooding or mail bombing, or engaging in denial of service attacks, is prohibited. It is also prohibited for you to engage in other activity that is intended to disrupt or interfere with, or that results in the disruption of or interference with, the ability of others to effectively use UMKYSEO’s Services and equipment (or any connected network, system, service or equipment) or conduct their business over the Internet.
          5. Chat Rooms UMKYSEO does not allow you to install your own chat rooms. Chat rooms normally require significant system resources and therefore cannot be permitted in order to maintain server stability and availability. This applies to Shared Hosting Subscriptions only; VPS Subscriptions and Dedicated Server Subscriptions have the required resources for installation of chat rooms.
          6. Other Server and System Abuse Violations of system or network security are prohibited and may result in criminal and/or civil liability. System or network security violations include, without limitation the following: any attempt to undermine or cause harm to UMKYSEO’s server(s) or customer(s), unauthorised access to or use of data, systems or networks, including any attempt to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without express authorisation of the owner of the system or network; interference with service to any user, host or network including, without limitation, mail bombing, flooding, deliberate attempts to overload a system and broadcast attacks; forging of any TCP/IP packet header or any part of the header information in an email or a newsgroup posting. Further, content which is offensive to the world wide web community is prohibited. Examples of unacceptable content or links (without limitation) include: pirated software, hacker programs or archives, Warez sites, copyrighted MP3 downloads, and IRC bots, material that is obscene, defamatory, constitutes an illegal threat, or violates export control laws.
        2. Violation of intellectual property rights and copyright
          1. Causing, permitting, or omitting to do anything which facilitates the violation of any applicable Intellectual Property Right is prohibited.
          2. The Digital Millennium Copyright Act (‘DMCA’) sets forth the requirements for valid copyright infringement notification. If you would like to notify UMKYSEO of an infringement of your copyright, the DMCA requires that you:
            1. Send your notification to UMKYSEO by one of2 methods:
              1. Email to abuse@umkyseo.co.uk;
              2. Post to UMKY Limited t/a  UMKYSEO,24 Phoenix Business Park,Birmingham,B7 4NU United Kingdom.
            2. Include in your notification the following information:
              1. A physical or electronic signature of the copyright owner or a person authorised to act on the copyright owner’s behalf (the “Claimant”).
              2. Identification of the copyrighted work(s) claimed to have been infringed.
              3. Identification of the material claimed to infringe the copyright(s), and enough information for UMKYSEO to locate it.
              4. The Claimant’s name, address, and telephone number(s).
              5. A statement that the Claimant has a good faith belief that use of the disputed material is not authorised by the copyright owner or his agent.
              6. A statement, under penalty of perjury, that the information in the notification of copyright infringement is accurate and that the Claimant is authorised to act on behalf of the copyright owner.
            3. Payment options
              1. In order to streamline our payment systems, UMKYSEO currently accepts these payment types:
                1. Credit/Debit cards: For all types of Account we accept MasterCard, Visa, Visa Electron, Visa Delta, Switch/Maestro, Solo and American Express.
                2. Cheque/BACS payment: This option is only available at our sole discretion.
              2. Billing policy
                1. All payments for Subscription Fees are subject to the following:
                  1. All Subscription Fees are payable in advance;
                  2. By supplying your credit or debit card details for the payment of UMKYSEO charges, you authorise UMKYSEO to automatically charge your credit or debit card for charges that apply to your Account;
                  3. Recurring charges for a Renewal Term will be posted to your credit or debit card until such time that you cancel your Subscription in accordance with clause #4.4;
                  4. If you cease to make advance payments but do not cancel your Subscription in accordance with clause #4.4 UMKYSEO will suspend your account for up to 3 months and thereafter permanently delete your Account and/or relevant Subscription and all information stored on the same.
                2. All payments of Invoices are subject to the following:
                  1. All Invoices are payable within 7 days of the date of the Invoice (‘by the Due Date’)
                  2. Any invoices not paid on or before the Due Date will incur interest equivalent to 12% APR with a minimum charge of £5 being levied for late payment.
                3. If you have a Co-located Machine Subscription and there is/are outstanding payment(s) and such payment(s) remain outstanding for over three months then UMKYSEO reserves the right to sell (and you hereby agree to the sale of) your hardware and/or software equipment to satisfy such debt after we have given notice to you of such an intended sale. Any excess sale proceeds (less reasonable storage costs) will held on trust for a further period of three months, and thereafter any unclaimed funds shall belong to us.
              3. 14-day money back satisfaction guarantee
                1. Subject to clauses #24.2 and #24.3 below, UMKYSEO are pleased to offer a 14-day money back guarantee on new Subscription if you are not completely satisfied with our Service. If you are unhappy with your Subscription and intimate to us any agreed grounds for dissatisfaction, you may cancel within the first 14 days and we will refund in full the price of your hosting, less any domain registration charges.
                2. The 14-day money back guarantee cannot extend to Dedicated Server Subscriptions or domain registration fees or supplemental service fees, for example, SSL certificate purchases, due to the non-refundable nature of these services/products.
                3. Nothing in this clause 24 shall be construed as affecting any or all the rights of ‘Consumers’ as defined and set out in The Consumer Protection (Distance Selling) Regulations 2000 (Statutory Instrument 2000 No. #2334). If you are a Consumer, then you may cancel your contract with us by giving notice to us by any of the means set out in clause #30.3 below at any time up to and including 7 working days following the day on which your contract is concluded, i.e. the date on which we give notice to you that we have accepted your order. If you use our Service in the course of a business, trade or profession, you will not have such rights.
                4. If you cancel in accordance with clause #24.3 then we will provide you with a full refund within 30 days of receipt of your notice of cancellation.
              4. Resale of service
                1. If you engage our Services for the purpose of Resale you are responsible to the End User for providing all support, billing, and other administrative services. UMKYSEO accepts no responsibility whatsoever for or to the End User.
              5. Limitation / exclusion of liability
                1. The Service provided by UMKYSEO is provided on an as-is-available basis therefore (save as expressly provided for elsewhere in this clause 26 and to the extent permitted by applicable law) all warranties, conditions, undertakings or terms and conditions as to satisfactory quality performance, durability, fitness for a particular purpose or otherwise are hereby excluded. For the avoidance of doubt, UMKYSEO shall not be liable for direct, indirect, incidental, special or consequential damages, resulting from the use or the inability to use the Service or for the cost of procurement of substituted services, and UMKYSEO does not issue any credits/refunds for outages caused by violation of these Terms of Service.
                2. The following provisions of this clause #26 set out the total liability of UMKYSEO in respect of any breach of its obligations arising under or in connection with these T&C’s and/or the provision of our Service to you whether in contract, tort (including negligence) and breach of statutory duty or otherwise howsoever arising. Subject to clause #26.4 and to the fullest extent permissible by law in no circumstances will we be liable in contract tort or otherwise for any costs, claims, damages, losses or liabilities or expenses in respect of: any direct loss of profit; any direct loss of anticipated savings; any indirect loss or damage howsoever caused including without limitation; any loss of profit; loss of use of money; loss of anticipated savings; loss of business; loss of opportunity; loss of reputation; loss of data; any wasted expenditure; and/or any other consequential loss including pure economic loss. For the avoidance of doubt, the Sub-Clauses of this clause #26.2 are intended to be severable.
                3. Subject to clause #26.4, in no event will the UMKYSEO’s total liability to you exceed the amount paid by you for the Service.
                4. Nothing in these Terms of Service shall limit or exclude UMKYSEO’s liability for fraud (including without limitation fraudulent misrepresentation) or for death or personal injury resulting from negligence, or to the extent not permitted by law.
              6. Indemnification
                1. You shall, at your expense, agree to indemnify, investigate, defend and otherwise hold UMKYSEO, its subsidiaries, affiliates, officers, and employees, harmless from any and all damages, liabilities, costs and expenses, (including reasonable legal fees) incurred by UMKYSEO arising from or relating to any third party claim, tribunal or proceedings associated with your use of our Service in violation or infringement of these Terms of Service, or if information you have provided hereunder is factually inaccurate, misleading or deceptive provided only that UMKYSEO notifies you in writing within a reasonable time of such claim.
              7. Modification
                1. UMKYSEO reserves the right to add, delete, and modify any provision of its Terms of Service at any time without prior notice. It is your responsibility to keep yourself up-to-date with these Terms of Service. You agree that we may:
                  1. revise these Terms of Service; and
                  2. change the Services we provide to you. You agree to be bound by any such revision or change which shall be effective immediately upon posting on our website and/or upon notification to you by e-mail.
                2. Governing law
                  1. These Terms of Service are governed by and shall be construed in accordance with English Law and the parties hereto submit to the exclusive jurisdiction of the English Courts.
                3. General
                  1. These Terms of Service may not be superseded or amended in any way without the prior written consent of UMKYSEO.
                  2. No failure or omission by UMKYSEO to carry out or observe any of the stipulations or conditions of these Terms of Service shall give rise to a claim against UMKYSEO if such failure or omission arises from any cause reasonably beyond the control of UMKYSEO. In the event that UMKYSEO is unable to fulfil its obligations in the above circumstances it shall give notice to you of that fact and its obligations shall be suspended until after the removal of that cause.
                  3. Any notice, Invoice, or other correspondence to be given under these Terms of Service shall be in writing (to include electronic format) and the same shall be deemed duly served:
                    1. if sent by first class post, two business days after the date of posting if posted in the country of destination and otherwise after seven days; and
                    2. if sent by electronic mail, after 24 hours from the day and time of sending.
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