WILD RABBIT LIMITED: 10047010

Legal Agreement


Terms & Conditions

Document Updated: 20 April 2018

Copyright

All Rights Reserved. No part of this document can be reproduced or transmitted in any form or by any means, electronic or mechanical, for any purpose, without the express written permission of Wild Rabbit Limited.

Disclaimer

Whilst we do our utmost to ensure accuracy within this document, we make no warranty of fitness for any particular purpose and cannot accept liability for any errors or omissions contained herein. No part of this document is intended to represent financial advice or recommendation on a specific course of investment action. Example persons, companies and transactions are fictitious and for illustrative purposes only.

Table of Contents

a) Company Terms & Conditions

THIS AGREEMENT
  • a.1.0 - DEFINITION OF TERMS AS USED WITHIN THIS DOCUMENT
  • a.2.0 - GENERAL
  • a.3.0 - FEES
  • a.4.0 - CUSTOMERS OBLIGATIONS

b) Affiliate Terms & Conditions

THIS AGREEMENT
  • b.1.0 - GENERAL
  • b.2.0 - USE OF LINKS AND GENERAL SALES CONDUCT
  • b.3.0 - COPYRIGHT AND TRADEMARK
  • b.4.0 - TRACKING OF SALES AND COMMISSIONS
  • b.5.0 - COMMISSION ON SALES
  • b.6.0 - ORDER PROCESSING
  • b.7.0 - PAYMENT OF COMMISSION
  • b.8.0 - SUB-AFFILIATES
  • b.9.0 - TERMINATION OF THIS AGREEMENT
  • b.10.0 - INTERRUPTION OF SERVICE
  • b.11.0 - MODIFICATION OF THIS AGREEMENT
  • b.12.0 - LIMITATION OF DAMAGES
  • b.13.0 - DISCLAIMER OF WARRANTY
  • b.14.0 - ASSIGNMENT
  • b.15.0 - OUR RELATIONSHIP WITH YOU
  • b.16.0 - GOVERNING LAW

This Agreement

(Company Terms and Conditions)

a.1.0 - DEFINITION OF TERMS AS USED WITHIN THIS DOCUMENT:

a.1.1 “AP Net Solutions”, “Property Intellect”, “Virtual Tours”, “One Click Update”, “Property Web Design Pro”, “Wild Rabbit Property”, “Wild Rabbit Web Sites”, Wild Rabbit Management Software”, Wild Rabbit Virtual Tours”, Wild Rabbit Software, Ap-Netsol-UK”, refers to Wild Rabbit Limited, registered in England and Wales, Company number – 10047010.

a.1.2 “Customer” means any person or business or organization using the products or services of Wild Rabbit Limited.

a.1.3 “Project” means any work undertaken or service provided by Wild Rabbit Limited for the customer as a direct result of their request.

a.1.4 “Domain” means a website domain name or website address as specified by the customer.

a.1.5 “Open Source Software” means software made freely available to anyone under the GNU General Public License (GPL).

a.1.6 “Hosting” means the monthly / yearly cost to keep a customer’s website activated online.

a.1.7 “Content” means text, images and any other files either visible or not that are on the customers website.

a.1.8 “Photoshop” means Adobe Photoshop or files produced using Adobe Photoshop.

a.1.9 “Illustrator” means Adobe Illustrator or files produced using Adobe Illustrator.

a.2.0 - GENERAL:

a.2.1 These terms and conditions may be updated from time to time. It is the responsibility of customers and website visitors to ensure that they are fully aware of the current terms and conditions.

a.2.2 The contract between Wild Rabbit Limited and the customer will be on these conditions to the exclusion of all other terms and conditions. Any variations to these conditions shall have no effect unless agreed in writing.

a.2.3 It is important for the customer to keep in contact with Wild Rabbit Limited throughout the entire project. If we do not receive email contact from a customer for more than 3 months, then we reserve the right to terminate the project and then the conditions of Section: a.4.3 will apply.

a.2.4 All images used on the website which are provided by Wild Rabbit Limited are strictly for use on the website only. Wild Rabbit Limited are not liable for misuse of these images by the customer or any other person/s copying, altering or distributing the images to individuals or other organizations.

a.2.5 Wild Rabbit Limited will host the website on receipt of full payment of all fees including hosting, domain, design, and amendments to websites. We will endeavour to provide a reliable and professional hosting service to the customer at all times but do not guarantee that the website hosting will be available at all times, especially in the event of a technical failure beyond our control. Hosting may be terminated or suspended in the event of fees not being paid within 7 days of invoice.

a.2.6 Wild Rabbit Limited cannot be held responsible for anything adversely affecting the customer’s business operation, sales, or profitability that they might claim is a result of a product or service offered or supplied by Wild Rabbit Limited.

a.2.7 Unless otherwise explicitly agreed and stated in writing, the responsibility of Wild Rabbit Limited is limited to designing customers’ websites and excludes any updating, altering, maintenance, troubleshooting etc. of the customer’s website/s once online. Wild Rabbit Limited reserves the right to request additional payment to cover any or all of such work and/or to refuse to undertake such work.

a.2.8 Where Wild Rabbit Limited provides software in relation to the customer’s site coded as php, cgi or other online script, then errors or omissions with this code must be notified to Wild Rabbit Limited within 21 days of the site being live on the Internet. Notifications made after this period will form a new contract of work and will be liable to be charged at Wild Rabbit Limited normal rates.

a.2.9 Where Wild Rabbit Limited provides software in relation to a customer’s website that is provided as a software program designed to be installed on the customers PC then any errors or omissions must be notified to Wild Rabbit Limited within 21 days of supply of this software. Notifications made after this period will form a new contract of work and will be liable to be charged at Wild Rabbit Limited normal rates. Furthermore, Wild Rabbit Limited does not guarantee that the software will be compatible with the customers PC though we do test all software on current operating systems and make every endeavour to ensure that software is robust and reliable.

a.2.10 Where we have been asked to provide search engine optimisation for a customer, we do not guarantee any specific placement or high ranking on search engines.

a.2.11 Wild Rabbit Limited will provide the customer with an expected project completion date (live on the internet) if requested. We will endeavour to meet any given deadline but we do not guarantee and are not bound in any way to complete the project by this date.

a.2.12 Wild Rabbit Limited own all design, code and original artwork of all websites. All original artwork including Photoshop or Illustrator files remains the property of Wild Rabbit Limited. Open source software is not owned by either Wild Rabbit Limited or the customer but is used according to its own terms and conditions.

a.2.13 All images supplied by or to the customer are the sole responsibility of the customer regarding usage and copyright. Should any legal issues or claims arise from the content or copyright of any images supplied by the customer OR Wild Rabbit Limited, they will be the sole responsibility of the customer.

a.2.14 Domain names will be registered by Wild Rabbit Limited and also registered to the Wild Rabbit Limited current address. Although the domain names are registered to Wild Rabbit Limited, the customer will be the legal owner of the domain once all fees payable on the project have been paid in full. If the customer requests to have details changed or the domain transferred elsewhere, Wild Rabbit Limited will do this within reasonable time subject to any applicable transfer fees as defined in these terms and conditions, Section: a.3.7.

a.2.15 It is the responsibility of the customer to renew their domain names when due. If a domain name expires, Wild Rabbit Limited cannot be held liable for this. However, Wild Rabbit Limited will make reasonable effort to contact the customer regarding domain renewal.

a.2.16 If the customer does not use Wild Rabbit Limited hosting services then the management and hosting of the domain name are the full responsibility of the customer.

a.2.17 Wild Rabbit Limited has no control of, or responsibility for, the content of our customer’s web sites. In no way does the textual or image based, or other media content of our customers web sites constitute any endorsement, or approval of the web site or the material contained within the web site by Wild Rabbit Limited. Wild Rabbit Limited is not responsible for verification of any of the materials; images or information contained within our customers web sites and is not responsible for the content or performance of these sites or for the customer’s transactions with them. Wild Rabbit Limited provides links or references to our customer’s websites solely for the convenience of prospective customers and intends that the links it provides be current and accurate, but we do not guarantee or warrant that such links will point to the intended customers site at all times.

a.2.18 Wild Rabbit Limited are not liable for loss, damage or corruption to files or information stored on our servers or hosting or individual PC's relating to a customer’s website. The customer is solely responsible for any information or files relating to their website.

a.2.19 If a domain name is purchased by the customer through a company other than Wild Rabbit Limited, the customer has full responsibility in making sure that the domain name is renewed when due. Wild Rabbit Limited cannot renew the domain name when annual hosting renewal is due if the domain name is purchased through a company other than Wild Rabbit Limited.

a.2.20 Wild Rabbit Limited may decide at its sole discretion not to apply any of these terms and conditions rigidly at any point in time. The decision by Wild Rabbit Limited not to rigidly apply these terms at any set time does not preclude them being rigidly enforced at a later time should Wild Rabbit Limited decide to do so.

a.2.21 Wild Rabbit Limited makes no claims that the contents of this website or any associated websites may be lawfully viewed or downloaded outside England and Wales. Access to this website may not be legal by certain persons or in certain countries. If you access this website from outside of the United Kingdom, you do so at your own risk and are responsible for compliance with the laws of your jurisdiction. The terms and conditions of this website are governed by the laws of England and Wales. Jurisdiction for any claims arising in respect of the website content shall lie exclusively with the courts of England. If any provision of these Terms and Conditions is found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these terms and conditions, which shall remain in full force and effect.

a.2.22 Wild Rabbit Limited will endeavour to keep the customers IP address off all spam / blacklist lists in order to enable customers to freely send email as they require. However Wild Rabbit Limited are not liable for any losses or damages consequential or otherwise that may arise as a result of any customers email not being sent or not arriving at its intended destination, whether sent through Wild Rabbit Limited Hosting or otherwise and regardless of whether the customers website IP is spam / blacklisted or not.

a.2.23 Should the actions of a customer cause their website IP to be blacklisted / spam listed whether through email or other interaction with their website hosting, then the customer agrees to pay £200.00 towards the time taken by Wild Rabbit Limited to enable that IP to be removed from any blacklist / spam lists along with any necessary disbursements to expedite such removal required by the appropriate spam list / blacklist owner. Furthermore, the customer agrees that the site causing the spam will be taken offline immediately to ensure that no further spam is sent. On receipt of the £200 fee and an assurance from the customer that the cause of the spam has been tracked down and eliminated, Wild Rabbit Limited will change all customers’ passwords, restore the site and issue the customer with the new passwords. Should the customer have failed to properly remove the cause of the spam resulting in further spam being sent once the site is re-instated and the customer has the new passwords, then this will be treated as a new spamming event and the terms and fees of Section: a.2.23 will apply again.

a.2.24 Wild Rabbit Limited will hold customers details including telephone, email, address, website, and all other contract details. The customer agrees to these details either in whole or part being passed to selected third parties where Wild Rabbit Limited deems this necessary. Wild Rabbit Limited is to be the sole arbiter of the decision as to when this is necessary. Should anyone not wish to agree to this then they are entitled to move services away from Wild Rabbit Limited and request their details to be deleted. If the customer requests to have details changed or the domain transferred elsewhere, Wild Rabbit Limited will do this within reasonable time subject to any applicable transfer fees as defined in these terms and conditions.

a.2.25 The customer agrees that all websites created by Wild Rabbit Limited will carry a notification on all pages identifying Wild Rabbit Limited or any one of its subsidiaries as the creator of the site, and the customer further agrees that this notification will link to a Wild Rabbit Limited website. The choice of website is to be solely at the discretion of Wild Rabbit Limited. Wild Rabbit Limited reserve the right to amend both this text and the link at any time of their choosing.

a.3.0 - FEES:

a.3.1 For price quoted projects of £500 + vat or below, Wild Rabbit Limited will only commence work on a project after receipt of full payment of the quoted project fee from the customer. For bespoke estimated projects in excess of £500, Wild Rabbit Limited will only commence work after receipt of £500 + vat. Work on such projects will be invoiced at regular intervals and prompt payment is required in order for Wild Rabbit Limited to continue work. The website will only be made live on the Internet once the customers remaining balance is paid in full and not before (or in the event of monthly paid projects the site will only remain live whilst monthly payments are complete and up to date). Should Wild Rabbit Limited allow a customer’s site to go live on the internet for any reason and full payment has not been received, then Wild Rabbit Limited reserve the right to suspend that site from the internet at any time until full payment is received and the customer agrees that this is fair and equitable to all parties.

a.3.2 The initial fee paid to Wild Rabbit Limited covers the cost of design work carried out. It is not possible to refund any proportion of this fee once the first design to the customer has been sent. Wild Rabbit Limited reserve the right to decide whether any proportion of this fee is refundable if requested by the customer before the first designs are sent.

a.3.3 We do not charge customers for open source software. If there is a charge for a website using open source software, then the charges are for installation and configuration time. Open source software is not owned by Wild Rabbit Limited or our customer.

a.3.4 When a customer renews "hosting" with Wild Rabbit Limited, this also includes domain renewal if the renewal is needed to keep the site functioning and was purchased as part of the hosting package. If the customer does not renew the hosting, their domain name could be made available to the public for purchase and Wild Rabbit Limited cannot be held liable for this.

a.3.5 Renewal of "hosting" is due on a monthly or yearly basis, which ever has been agreed. The date of renewal, if annually, will be from the date the website was ordered by the customer. The date of renewal, if monthly, will be the day the website was made live each and every month. The "hosting" will not be renewed if we cannot contact the customer or the customer requests for us not to host the site. This may also affect the renewal of the domain name as mentioned earlier in these terms.

a.3.6 The hosting renewal charge must be received within 7 days of the hosting expiry date. We reserve the right to deactivate any website where the hosting has expired and the customer has not paid the renewal charge. There will be an admin fee of £20 payable to Wild Rabbit Limited for reactivating the website / hosting.

a.3.7 Should a customer wish to move hosting away from Wild Rabbit Limited or transfer a domain name away from Wild Rabbit Limited we will issue a £50.00 admin charge for each hosting or domain name, which must be paid before the transfer takes place. This transfer will not be possible until this and all other outstanding fees have been paid to Wild Rabbit Limited.

a.3.8 Should the customer request extra work to be done as a part of the project that is beyond the scope of the original project then this is chargeable at the normal Wild Rabbit Limited rates applicable at the time the request is made unless a formal quotation is requested and the work is undertaken as a new project.

a.4.0 - CUSTOMER OBLIGATIONS:

a.4.1 To enable Wild Rabbit Limited to perform its obligations under this Agreement the Customer shall:

  • a.4.1.1 co-operate with Wild Rabbit Limited;
  • a.4.1.2 provide Wild Rabbit Limited with any information reasonably required by Wild Rabbit Limited;
  • a.4.1.3 obtain all necessary permissions and consents, which may be required before the commencement of the services;
  • a.4.1.4 comply with such other requirements as may be agreed between the parties;
  • a.4.1.5 behave in a reasonable and civil manner. Insulting or demeaning language or behaviour in any form whether written or verbal is not acceptable under any circumstances.

a.4.2 The Customer shall be liable to compensate Wild Rabbit Limited for any expenses incurred by Wild Rabbit Limited as a result of the Customer’s failure to comply with Section: a.4.1 or any of its sub sections This compensation is not limited to the total value of the original contract but may be extended to include any reasonable expenses or extra work undertaken by Wild Rabbit Limited as a result of this failure to comply.

a.4.3 Without prejudice to any other rights to which Wild Rabbit Limited may be entitled, in the event that the Customer terminates or cancels the project, the Customer shall be required to pay to Wild Rabbit Limited as agreed damages and not as a penalty the full amount payable under the project including all extras requested where Wild Rabbit Limited has done work on these extras, and the Customer agrees this is a genuine pre-estimate of Wild Rabbit Limited losses in such a case. This payment is required to be made within 7 days of the customer being notified that it is necessary. For the avoidance of doubt, the Customer’s failure to comply with any obligations under Section: a.4.1 shall be deemed to be a cancellation of the services and subject to the payment of the damages set out in this Section: a.4.3 Should the project be cancelled or terminated for any reason including those in Sections: a.4.1.1, a.4.1.2, a.4.1.3 then Wild Rabbit Limited will not be required to undertake any work beyond the cancellation date or to make any website which forms part of the project live on the internet at any time.

a.4.4 Wild Rabbit Limited shall expect the customer to carry out sufficient research before proceeding with a website. This will include checking that the website / idea / business will operate legally within UK law. Wild Rabbit Limited will not create a website that is in any way illegal and will terminate any project immediately without any refund should this be proven to be the case.

a.4.5 Wild Rabbit Limited expects customers to pay for all works undertaken within 7 days of invoice. Where customers do not pay for works undertaken on their website then Wild Rabbit Limited reserves the right to suspend or remove that site from the Internet until such time as full cleared payment is received. Wild Rabbit Limited will under no circumstances be liable for any losses by the customer as a result of their site not being live and the customer agrees that this is fair and equitable to all parties.

a.4.6 Wild Rabbit Limited expects customers to use the provided hosting wisely and not to send any email that may be considered spam or engage in any other dubious activity that may lead to the website IP becoming listed on spam lists or blacklists. Should a customer engage in this kind of activity which leads to a listing on a spam list or blacklist then the customer will be subject to the terms, charges and conditions of Section: a.2.23

This Agreement

(Affiliate Terms and Conditions)

b.1.0 - GENERAL:

b.1.1 These terms and conditions form the basis upon which you agree to be an affiliate reseller (associate) of any Wild Rabbit Limited product. Participation in the program indicates acceptance of these terms. This agreement describes the entire terms and conditions for participation in Wild Rabbit Limited Associates Program. In this agreement, the term "Participant" refers to you (the applicant), and "sponsoring website" refers to the website from which you will link to Wild Rabbit Limited or any of its associated web sites. Wherever the agreement refers to "you" or "your", it means "the Participant"; "we" or "our" refers to Wild Rabbit Limited and the terms "product" or "products" refers to any current product unless specifically notified otherwise.

b.2.0 - USE OF LINKS AND GENERAL SALES CONDUCT:

b.2.1 You can add or remove links at any time - you may add as many links to Wild Rabbit Limited or its products, or remove such links, at any time and without prior approval from Wild Rabbit Limited. In order for us to correctly track sales accountable to you, you must link to the pages specified by us, in the manner specified by us. We cannot be responsible for untracked sales caused by the use of non-approved linking mechanisms. You do not represent and have no authority to quote prices on our behalf. You may not use any affiliate link to purchase copies for yourself, your known colleagues or for resale. You acknowledge that such use may result in the withdrawal of your affiliate status and any licences that you have purchased being deactivated. In such cases no refund will be given. We expect our affiliates to uphold the highest levels of conduct. Where we feel that an affiliate has fallen short of our required standards, we reserve the right to terminate the agreement without further notice. This includes, but is not limited to, misleading descriptions or inappropriate content or positioning of product details. We do not tolerate use of unsolicited mass mailing sales techniques (commonly known as ‘spam’) and use of such techniques may result in the termination of this contract. In such cases, any monies due in commission will be forfeit and become the property of Wild Rabbit Limited. You may not submit any of our products to ‘Warez’, ‘Download’ or other websites that you do not have administrative and legal control over without our permission.

b.3.0 - COPYRIGHT AND TRADEMARK:

b.3.1 The participant is responsible for ensuring that all sales material is suitable and that they have permission to use such material. The participant may use our product trademarks within the context of this agreement where appropriate for the purposes of selling the product.

b.4.0 - TRACKING OF SALES AND COMMISSIONS:

b.4.1 We are solely responsible for tracking all sales arising as a result of referrals from you. We will provide a summary of sales along with monthly payment where it exceeds our lower payment limit which may be altered from time to time.

b.5.0 - COMMISSION ON SALES

b.5.1 We will pay you:

  • b.5.1.1 £130.00 for each £147.00 payment received for each Wild Rabbit Property Website order Commissions are only paid on completed sales where the purchaser has paid in full and after any ‘money-back’ refund period has elapsed. We currently only pay commission on sales of websites. We do not pay commission on sales of support packages.

b.6.0 - ORDER PROCESSING:

b.6.1 We are responsible for fulfilling orders sent to us, including the taking of payment and shipping of goods. You may not take payment on our behalf, and the customer shall be deemed to have entered into contract with, and be a customer of, us. The current price for a product is always that shown on our website.

b.7.0 - PAYMENT OF COMMISSION:

b.7.1 We will pay you monthly in arrears for all commission due. The accounting period for this purpose is normally the calendar month end, but we may alter this arrangement if necessary. Where we alter this arrangement, we will endeavour to give as much notice as possible, but we are not obliged to do so. Payments are by electronic bank transfer only. Where a purchaser returns goods for any reason, the commission due shall be reclaimed. Where the commission has already been paid to the affiliate, the reclaimed amount shall be offset against future payments. Where the affiliate terminates this agreement, all reclaimed monies must be paid in full immediately.

b.8.0 - SUB-AFFILIATES:

b.8.1 We do not currently give commission for sub-affiliate sales.

b.9.0 - TERMINATION OF THIS AGREEMENT:

b.9.1 Either party may terminate this agreement without notice. Notice of termination must be given by email or other suitable written means. Where termination takes place and commission is outstanding, this money will be paid at the next scheduled accounting point (normally the month end). Where the agreement is terminated, the affiliate participant must cease usage of all links and copyright material. Details of this agreement are considered confidential between us and you must not reveal its detail to another third party without our written consent. To do so will result in immediate termination of this agreement.

b.10.0 - INTERRUPTION OF SERVICE:

b.10.1 We do our best to ensure availability of service. You agree that we will not be held responsible for any service interruptions, howsoever caused.

b.11.0 - MODIFICATION OF THIS AGREEMENT:

b.11.1 We may, from time to time, amend this agreement and it is the responsibility of the affiliate to ensure that they are fully aware of the current terms and conditions.

b.12.0 - LIMITATION OF DAMAGES:

b.12.1 Wild Rabbit Limited shall have no liability for any indirect, incidental, special or consequential damages or any loss of revenue or profits arising under or with respect to this agreement or the program, even if Wild Rabbit Limited has been advised of the possibility of such damages. Further, Wild Rabbit Limited's total liability arising under or with respect to this agreement or the program shall in no event exceed the total referral fees paid or payable by Wild Rabbit Limited to the Participant under this agreement.

b.13.0 - DISCLAIMER OF WARRANTY:

b.13.1 We make absolutely no warranty as to the fitness of purpose for this program, the systems used thereby or the products sold therein.

b.14.0 - ASSIGNMENT:

b.14.1 You may not assign this agreement to any other person or entity without the written consent of Wild Rabbit Limited.

b.15.0 - OUR RELATIONSHIP WITH YOU:

b.15.1 Nothing in this agreement is intended to imply any form of employment or subcontract, partnership, franchise or joint venture.

b.16.0 - GOVERNING LAW:

b.16.1 This agreement shall be governed by the laws of the England.

Reproduction without permission is prohibited.