Terms & Conditions
It is important you also read and understand our Privacy Policy and Cookies Policy, which are an integral part of these Terms & Conditions (also referred to as “Terms of Service”, “Agreement”).
This Agreement is made by and between XAPEA LIMITED, a legal entity established and incorporated in accordance with the Laws of the United Kingdom, and having its registered address at Flat 7 Bloom House, 15 Alameda Place, London, England E3 2ZN (referred to as the “Company” “we” “our” or the website) and you (“You”, “Your” “Client” “user”) utilizing the services described below.
The Company operates and maintains a website at the URL http://xapea-it.com.
1.Description of the Services
The Company provides IT services such as: IT development, distribution, system management and disaster recovery.
2. Terms of Service
By using our services, you agree to be bound by these Terms of Service. If you object to anything in this Agreement or the Privacy Policy, do not use our Services. This Agreement is subject to change by us at any time, effective upon posting on the Website, and your use of the Service after such posting will constitute acceptance by you of such changes.
Unless explicitly stated otherwise, any new features that augment or enhance the current Service shall be subject to this Agreement. You are responsible for obtaining access to the Service, and that access may involve third-party fees (such as Internet service provider or airtime charges). By accessing the Website, you consent to be bound by these terms and conditions.
3. Intellectual properties rights
The Company owns and retains all proprietary rights in the Service. The Website contains the copyrighted material, trademarks, and other proprietary information of the Company, and its licensors.
Except for that information which is in the public domain or for which you have been given written permission, you agree not to reproduce, duplicate, copy, sell, trade, resell, modify, publish, transmit, distribute, perform, display, create derivative works, or exploit for any commercial purposes, any portion of the Service, use of the Service, or access to the Service or computer code that powers the Service (hereafter sometimes “Software”).
You may not post, distribute, reproduce or create derivative works in any way any copyrighted material, trademarks, or other proprietary information without obtaining the prior written consent of the owner of such proprietary rights. As between You and the Company, you own all right, title and interest in your logos and trademarks, so long as they are not derived from the Company’s proprietary information.
You agree to and hereby do grant the Company the limited, non-exclusive right and license to reproduce, distribute, display and use any of your content and intellectual property as necessary to perform its obligations under this Agreement.
4. Data Protection
The Company undertakes and warrants you to use your personal information only for the purposes of this Agreement, for any legal requirements, for the protection of best legal interest of the Company and any particular purpose for the better performance of this Agreement.
You acknowledge, consent and agree that the Company may access, preserve and disclose your account information and content if required to do so by law or in a good faith belief that such access preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce this Agreement; (c) respond to claims that any your content violates the rights of third parties; (d) respond to your requests for customer service; or (e) protect the rights, property or personal safety of the Company’s users and the public.
For more information visit our Privacy Policy which is found in our website.
5. Proper Use
You agree that you are responsible for your own communications and for any consequences thereof. Your use of the Service is subject to your acceptance of and compliance with this Agreement. You agree that you will use the Service in compliance with all applicable national, European and international laws, rules and regulations, including any laws regarding the transmission of technical data exported from your country of residence.
You shall not, shall not agree to, and shall not authorize or encourage any third party to: (i) use the Service to upload, transmit or otherwise distribute any content that is unlawful, defamatory, harassing, abusive, fraudulent, obscene, contains viruses, or is otherwise objectionable as determined by the Company in its sole discretion; (ii) upload, transmit or otherwise distribute content that infringes upon another party’s intellectual property rights or another proprietary, contractual or fiduciary rights or obligations; (iii) prevent others from using the Service; or (iv) use the Service for any fraudulent or inappropriate purpose.
Violation of any of the foregoing may result in immediate termination of this Agreement and may subject you to state and federal penalties and other legal consequences. The Company reserves the right, but shall have no obligation, to investigate your use of the Service in order to determine whether a violation of this agreement has occurred or to comply with any applicable law, regulation, legal process or governmental request.
6. Unauthorized Uses
You must not modify, adapt or hack the Service or modify another website so as to falsely imply that it is associated with our services. You may not reverse engineer or reuse source code that is in public view. This includes any and all javascript. The code is the Company’s copyright.
You shall not transmit any worms or viruses or any code of a destructive nature. You agree not to modify the Software in any manner or form, nor to use modified versions of the Software, including (without limitation) for the purpose of obtaining unauthorized access to the Service.
You agree not to access the Service by any means other than through the interface that is provided by the Company for use in accessing the Service. You acknowledge that the Service is not intended for permanent storage and agree not to use the Service for archiving or back-up purposes.
7. Blocking of IP Addresses
In order to protect the integrity of the Service, the Company reserves the right at any time in its sole discretion to block Registrants and Members from certain IP addresses from accessing the Website.
8. Modifications to our Services
The Company reserves the right at any time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that the Company shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service.
9 Disclaimers of Warranties
THE COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT AND QUIET ENJOYMENT. THE COMPANY MAKES NO WARRANTY THAT THE SERVICES WILL MEET YOUR REQUIREMENTS OR THAT THEY WILL BE UNINTERRUPTED, TIMELY, SECURE, VIRUS-FREE, ERROR-FREE, ACCURATE OR RELIABLE. THE COMPANY DOES NOT MAKE ANY WARRANTY THAT ANY DEFECT IN THE SERVICES WILL BE CORRECTED. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE COMPANY.THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
THE SERVICES, INCLUDING THE WEBSITE, ARE PROVIDED TO YOU ON AN “AS IS” AND “AS AVAILABLE” BASIS. ANY MATERIAL AND/OR DATA OBTAINED OR DOWNLOADED THROUGH THE SERVICES IS DONE AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE CAUSED BY SUCH MATERIAL OR DATA INCLUDING ANY LOSS OF DATA OR DAMAGE TO YOUR COMPUTER SYSTEM.
You agree that you must evaluate, and bear all risks associated with, the use of the Service, including any reliance on the accuracy, completeness, or usefulness of the service. In this regard, you acknowledge that you may not rely on any Content created by the Company or submitted to the Company and all other parts of the Service. Use of the Website and the Services may result in technical malfunction, delay, or other problems with other systems, programs, or computer hardware. The Company cannot and does not guarantee compatibility with other systems and hardware.
10. Third-Party Content
Certain content, products, and services available via the Service may include materials from third parties. In addition, the Company may provide links to certain third-party websites. You acknowledge and agree that the Company is not responsible for examining or evaluating the content or accuracy of any such third-party material or websites. Links to other websites are provided solely as a convenience to you. Because the Company has no control over such sites and resources, you acknowledge and agree that the Company is not responsible for the availability of such external sites or resources and does not endorse and is not responsible or liable for any content, advertising, products or other materials on or available from such sites or resources.
You agree that you will not use any third-party materials in a manner that would infringe or violate the rights of any other party and that the Company is not in any way responsible for any such use by you.
11. Limitation on Liability
In no event the Company will be liable to you or any third person for any direct, indirect, consequential, exemplary, incidental, special or punitive damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if the Company has been advised of the possibility of such damages), resulting from: (i) the use or the inability to use the Service; (ii) the cost of procurement of substitute goods and services resulting from your inability to access or obtain any goods, data, information or services through or from the Service; (iii) unauthorized access to or alteration of your transmissions or data; (iv) statements or conduct of any third party on the service; or (v) any content posted on the Website or transmitted to you or other users of the Service; or (vi) any inaccurate or out-of-date content produced by the tools or published on the Website; or (vii) any other matter relating to the Service. Notwithstanding any provision to the contrary, the Company’s liability to you for any cause whatsoever, and regardless of the form of the action, will at all times be limited to the amount paid, if any, by you to the Company the twelve (12) months prior to the claimed injury or damage.
12. Indemnity by the Client
You agree to indemnify and hold the Company its subsidiaries, affiliates, officers, agents, and other partners and employees, harmless from any loss, liability, claim, or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your use of the Service in violation of this Agreement and/or arising from a breach of this Agreement and/or any breach of your representations and warranties and/or your negligent or willful acts, and/or the violation by you of the Company’s or any third party’s rights, including without limitation privacy rights, other property rights, trade secret, proprietary information, trademark, copyright, or patent rights, and claims for libel slander, or unfair trade practices in connection with the use or operation of the Service. Your obligation to indemnify will survive the expiration or termination of this Agreement by either party for any reason.
13. Confidential Information
You agree to hold the Company’s Confidential Information in confidence during the term of this Agreement and for a period of five (5) years after termination of this Agreement. You agree that, unless required by law, you will not make the Company’s Confidential Information available in any form to any third party or use the Company’s Confidential Information for any purpose other than the implementation of this Agreement. If you are required by law to disclose the Company’s Confidential Information, you will provide us with reasonable notice of your intent to comply and provide all reasonable cooperation in assisting us to minimize the disclosure.
“Confidential Information” means any information disclosed by the Company to you under circumstances that would lead a reasonable person to conclude that the information was confidential. Notwithstanding the above, the following types of information shall be considered Confidential Information, regardless of whether they are marked as such: any software or documentation related to the Services, trade secrets, technical know-how, inventions, educational materials, product development plans, pricing, marketing plans, and customer lists. Confidential Information shall not include information that: (i) is or becomes generally available through no act or omission of yours; (ii) was in your lawful possession prior to the disclosure and had not been obtained by you either directly or indirectly from the Company or (iii) is lawfully disclosed to you by a third party without restriction on disclosure. In the event that you become aware of unauthorized use or disclosure of any of the Company’s Confidential Information, you will promptly inform the Company and provide reasonable assistance in the investigation or prosecution of any such unauthorized use or disclosure.
14. Term and Termination
This Agreement will remain in full force and effect while you use the Services. You may cancel your use of the Service at any time, for any reason by providing notice to us at any time. We may also terminate your account by sending a notice to you at the email addressed to your email account or by email or courier service to the address you provided for the Services. All notices to you shall be deemed effective on the first calendar day following the date of electronic mailing or on the fourth calendar day following the date of first-class mailing or deposit with a commercial courier service.
In the event of termination, your account will be suspended and disabled, and you may not be granted access to your account, or any files or other content contained in your account. Sections of this Agreement relating to (1) your account, password and security, (2) disclaimer of warranties and limitation of liability, (3) indemnification, (4) confidentiality and proprietary information, and (5) jurisdiction and choice of law, shall survive such termination, as well as any other provisions, which by their nature may survive such termination.
16. Security of your payments
Secure Server software
When you place an order through this website, we need to know your name, e-mail, and credit card details if paying by credit card. This allows us to process and fulfill your order successfully. It also helps us in maintaining your account. When you place orders, we use a secure server. The secure server software (SSL) encrypts all information you input before it is sent to us. Furthermore, all of the sensitive customer data we collect is protected by several layers of encryption and several layers of security to prevent unauthorized access.
Cookies
Cookies are small pieces of information that are stored by your browser on your computer’s hard drive. Our cookies do not contain any personally identifying information. They allow you to place your online order and to login, once you are subscribed. Most Web browsers automatically accept cookies, but you can usually change your browser to prevent that. You will need cookies enabled to use the website. For more information, please read our Cookies Policy.
Your Consent
By using our website, you consent to the collection and use of this information by us. If we decide to change our privacy policy, we will post those changes here so that you are always aware of what information we collect, how we use it, and under what circumstances we disclose it. In case you have any enquiries you can contact us here info@xapea-it.com.
17. Force Majeure
Delay in or failure to carry out our services shall not be deemed breaches of this Agreement if such delay or failure results from circumstances beyond our reasonable control, including but not limited to wars, strikes, disasters, fires, explosions, riots, diseases, epidemics, pandemics, cyber-attacks (hacker attacks, infection of malware, virus, ransomware), terrorist attacks, disruption or failure of internet, telecommunications network, electricity or by reason of any other cause beyond the our reasonable control.
18. Entire Agreement
No provision of this Agreement excludes or prejudices the rights of the Company, any legal rights missing in this Agreement shall never be regarded as a waiver of such right.
If any provision of this Agreement shall at any time be deemed invalid or void, such invalidity shall have no effect upon the validity of any other provision, the rest of the Agreement shall be valid and effective with the exclusion of invalid or void clause.
The Terms of Use the Privacy Policy and all the Company’s policies posted on the Website constitute the entire agreement between you and and the Company and govern your use of the Service, superseding any prior agreements between you and the Company (including, but not limited to, any prior versions of the Terms of Service).
19. Governing Law and Jurisdiction
This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation, including non-contractual disputes or claims, is governed by and construed in accordance with the laws of United Kingdom.
You agree that the courts of London, shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this Agreement or its subject matter or formation.