Terms and Conditions
Notice: Carefully read the following Terms and Conditions. Purchase, use and receipt of any product or service provided by Wild Rabbit Software Ltd constitutes your acceptance of these Terms and Conditions and agreement to abide by them.
You may also like to read our privacy policy.
DEFINITIONS
Words and expressions that appear in these Terms and Conditions have the following meanings:
- "WRS Ltd" means Wild Rabbit Software Ltd whose registered office is situated at the address given in the Contact Us section of this website, Reg. No. 4816910
- “Contract” means the contract for the supply of the Product or Service;
- “Customer” or “Subscriber” means the person, firm, company or organisation set out on the Form;
- “Effective Date” means the date upon which the provision of the Service shall commence as set out on the Form;
- “Form” means the Customer Agreement Form or Completion of any acceptance form hosted on WRS Ltd website (or any acting agent thereof);
- “ISP” means an Internet Service Provider;
- “Price” means the total price for the Service according to these Terms as set out on the Form;
- “Service” means the provision by the Company to the Customer of any form of service or agreed work;
- “Product” means the provision by the Company to the Customer of any software or physical product;
- “Terms” means these terms and conditions;
- “Website” means the website hosted by the Company on behalf of the Customer.
The headings in these Terms are for convenience only and shall not affect their interpretation.
Any reference in these Terms to any provision of a statute shall be construed as a reference to that provision as amended, re-enacted or extended at the relevant time.
Except where the context otherwise requires words denoting the singular include the plural and vice versa, words denoting any gender include all genders, words denoting persons include firms and corporations and vice versa.
AGREEMENT
These Terms and Conditions of business constitute the complete terms of business between WRS Ltd and The Subscriber and variations are only valid if agreed in writing between the Subscriber and a director of WRS Ltd (Wild Rabbit Software Ltd).
The Company agrees to supply and the Customer agrees to accept the Service or Product subject to these Terms. Any changes or additions to these Terms must be agreed in writing by the Company and the Customer.
The Price of the Goods shall be that stipulated on The Company’s Website. The Price excludes delivery charges. The total purchase price, including VAT and delivery charges will be displayed in the Buyer’s shopping cart prior to confirming the order. After the order for physical items is received the Seller will be notified of the order by email and shall have 24 hours to cancel the order based on a difference to the information displayed on the Company’s website. Where orders for downloads are received, the Buyer is presumed to have immediately accepted the order.
The Price of any Service shall be the Company’s quoted Price or, where no Price has been quoted (or a quoted Price is no longer valid), the Price listed in the Company’s published price list current at the date of acceptance of the order. All Prices quoted are valid for 30 days only or until earlier acceptance by the Customer, after which time they may be altered by the Company without giving notice to the Customer.
The Company reserves the right, by giving notice to the Customer at any time, to increase the price of the Service to reflect any increase in the cost to the Company which is due to any factor beyond the control of the Company including but not limited to the failure of the Customer to give the Customer adequate information or instructions.
The Company reserves the right to change the host for any Website from the Server to the server of another ISP or third party when the Company considers it appropriate to do so in its absolute discretion.
The Company shall not be liable to the Customer or be deemed to be in breach of the Contract by reason of any delay in performing, or any failure to perform, any of the Company’s obligations in relation to the Service, if the delay or failure was due to any cause beyond the Company’s reasonable control. Without prejudice to the generality of the foregoing, the following shall be regarded as causes beyond the Company’s reasonable control:
- act of God, explosion, flood, tempest, fire or accident;
- war or threat of war, sabotage, insurrection, civil disturbance or requisition;
- acts, restrictions, regulations, bye-laws, prohibitions or measures of any kind on the part of any governmental, parliamentary or local authority;
- import or export regulations or embargoes;
- strikes, lockouts or other industrial actions or trade disputes (whether involving employees of the Company or of a third party);
- power failure or breakdown in machinery;
- obscene, pornographic, defamatory, illegal or inappropriate content placed on the Website by the Customer or another third party.
Where the Company is acting as agent and providing website hosting facilities, the Customer agrees that any and all domain names used for this purpose will be registered in the name of WRS Ltd. and administered on behalf of the Customer.
Web hosting agreements may be terminated by either party after giving 30 days notice. In the event of termination of such an agreement, all reasonable costs associated with transferring any domain names managed by the Company on behalf of the Subscriber shall be paid immediately by the Subscriber. Where notification is sent or received by the Company, if such required fees is not received within 30 days, the Company reserves the right to remove any website, and any domain name(s) will remain with the Company until such fees are paid in full.
Any website managed by the Company on behalf of the Customer shall not display any obscene, offensive or distasteful content. The Company, at its sole discretion, reserves the right to refuse to deal with content of this nature without giving further reason.
GOODS AND SERVICES PROVIDED BY THIRD PARTIES
Some service may be provided by third-party providers. Where this is the case, the contract shall be between the customer and the company involved, with WRS Ltd acting as marketing intermediary only. We cannot accept liability for any such products or services.
CUSTOMER’S INDEMNITY
The Customer agrees to indemnify and hold harmless the Company for any loss, costs, expenses or damage resulting from the Customer’s use of the Service including but not limited to any obscene, offensive or distasteful content displayed on the Website by the Customer.
No waiver by the Company of any breach of the Contract by the Customer shall be considered as a waiver of any subsequent breach of the same or any other provision.
These Terms (together with any terms set out on any supplemental Form issued by the Company) constitute the entire agreement between the parties, supersede any previous agreement or understanding and may not be varied except in writing between the parties. All other terms and conditions, express or implied by statute or otherwise, are excluded to the fullest extent permitted by law.
Any notice required or permitted to be given by either party to the other under these Terms shall be in writing addressed to that other party at its registered office or principal place of business or such other address as may at the relevant time have been notified pursuant to this provision to the party giving the notice.
A person who is not a party to these Terms and Conditions has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of these Terms and Conditions but this does not affect any remedy or right of any third party which exists or is available apart from that Act.
WRS LTD’S LIABILITY
WRS Ltd will use reasonable care to provide the Product or Service, but shall not be liable for any claim, damage or other loss suffered including any consequential loss due to information being given incorrectly or omitted either by WRS Ltd its servants or agents or by any other party to WRS Ltd.
Any use by The Subscriber of The Product is at The Subscriber’s own risk. WRS Ltd and its suppliers do not give any warranties of any kind, either express or implied, including, without limitation, implied warranties of satisfactory quality and fitness for a particular purpose.
No calculation, process or other information given by any Product or Service should be taken as financial advice or recommendation. The customer expressly absolves WRS Ltd of any liability for actions taken by them as a result of using the Product or Service.
WRS Ltd shall have no liability for consequential damages. In no event shall WRS Ltd or its Suppliers be liable for any damages whatsoever (including, without limitation, damages for loss of business profits, business interruption, loss of business information, or other pecuniary loss) arising out of the use or inability to use The Service, even if WRS Ltd has been advised of the possibility of such damages. Because some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, the above limitation may not apply to you, but in all cases the liability will be limited to a sum not exceeding the current "Licence Fee" or Product cost.
PROVISION OF SERVICE
If any provision of the Terms and Conditions is declared invalid void or otherwise unenforceable by a Court of competent jurisdiction this shall not affect in any way the remaining provisions of these Terms and Conditions.
The right of The Subscriber thereunder may not be assigned in whole or in part without the prior written consent of WRS Ltd.
WRS Ltd will not be liable to refund all or part of any Licence Fee in the event of cancellation or termination by The Subscriber of any licensed service. However in accordance with The Consumer Protection Distance Selling Regulations 2000 Statutory Instrument 2000 No. 2334. Individuals not acting in the course of a business have the statutory right to cancel the contract within seven working days beginning the day after the contract is concluded.
Any delay or failure by either party in exercising any right or remedy arising under these Terms and Conditions shall not constitute a waiver of such right or remedy
These Terms and Conditions constitute the entire agreement between the parties and the Subscriber shall not rely on any statement, warranty whether express or implied made by WRS Ltd, its servants, agents, employees or Suppliers.
PRODUCT ACTIVATION
The software uses an activation system as an anti-piracy measure. This process is required to use the software. We will make reasonable endeavours to activate all software that is no longer a current version, but we cannot guarantee that we will be able to do so. In all cases you must be able to produce proof-of-purchase if requested before activation can be considered.
DELIVERY
Good will normally be despatched within 5 working days from receipt of order. Goods may be despatched by any method deemed suitable by The Company.
Where a specific delivery date has been agreed, and where this delivery date cannot be met, the Buyer will be notified and given the opportunity to agree a new delivery date or receive a full refund.
The Seller shall use its reasonable endeavours to meet any date agreed for delivery. In any event time of delivery shall not be of the essence and the Seller shall not be liable for any losses, costs, damages or expenses incurred by the Buyer or any third party arising directly or indirectly out of any failure to meet any estimated delivery date.
Delivery of the Goods shall be made to the Buyer’s address specified in the order and the Buyer shall make all arrangements necessary to take delivery of the Goods whenever they are tendered for delivery.
PAYMENT
Invoices are due for payment within 21 days of Service handover, and shall be submitted at the discretion of WRS Ltd. For grant of Licences, payment is payable in full in advance unless agreed as part of a larger quotation. WRS Ltd reserves the right to charge interest at the rate of 8% over Bank of England base rate (or other equivalent replacement rate) per month accruing daily if payment is not received within 21 days.
Where staged payments have been agreed, terms of payment apply to each staged payment. WRS Ltd. reserves the right to cease further work or cancel the contract should such a payment clause be broken. Payment become immediately due at each payment stage without further notice.
The Price is exclusive of any applicable value added tax, which the Customer shall be additionally liable to pay to the Company.
If the Customer fails to pay the Price then the Company shall be entitled to:
- immediately cancel the Contract or suspend any further provision of the Service to the Customer;
- rights or licences granted as part of provision of The Product or Service shall not take effect until payment is received in full. Ownership of the Product or Service shall reside wholly with WRS Ltd until such time as payment is made.
COPYRIGHT
The Product is protected under British and International copyright law. All copyright of The Product remains the property of WRS Ltd. All rights reserved. No part of The Product may be copied, reproduced, translated or reduced to any electronic medium or machine readable form without the prior written consent of WRS Ltd.
VIRUSES
WRS Ltd will act in good faith and scan all downloads for viruses and other malicious programs. However, the user of any software should also scan all such programs before installation. WRS Ltd cannot be responsible for consequential damages as a result of other malicious programs.
LICENCE AGREEMENT
It is illegal to pass The Product to any third parties for their use and The Subscriber must take reasonable steps to protect The Product from unauthorised use.
NOTICE
Any notice to be given under these Terms and Conditions by either party to the other must be in writing and delivered by hand, first class letter or facsimile transmission to the address given in the Customer Agreement (or such other address given for this purpose) and in the case of post will be deemed to have been validly and effectively given two working days after the date of posting or in the case of other means of transmission will be deemed to have been validly and effectively given on delivery.
TERMINATION
WRS Ltd may terminate this Agreement (and/or any other contract with the Subscriber) and/or suspend further delivery under this Agreement or any other contract with the Subscriber in the event that the Subscriber:
- Is in breach of its obligations under this Agreement including these Terms and Conditions or any other contract with WRS Ltd; or
- Becomes insolvent or bankrupt, enters into liquidation whether voluntary or compulsory (other than for a solvent reconstruction or amalgamation), is unable to pay its debts as they fall, has a receiver or an equivalent officer appointed in respect of any of its assets, is the subject of an administration order, enters into any arrangement with its creditors or makes a general assignment for their benefit, or ceases to carry on business in the ordinary course without prejudice to any other rights and remedies that WRS Ltd may have.
- an encumbrancer takes possession, or a receiver is appointed, of any of the property or assets of the Customer; or
- the Customer ceases, or threatens to cease, to carry on business; or
- the Company reasonably apprehends that any of the events mentioned above is about to occur in relation to the Customer and notifies the Customer accordingly.
If any item outlined in the preceding clause applies then, without prejudice to any other right or remedy available to the Company, the Company shall be entitled to cancel the Contract or suspend any further provision of the Service under the Contract without any liability to the Customer, and if the Service has been provided but not paid for, the Price shall become immediately due and payable notwithstanding any previous agreement or arrangement to the contrary.
CHANGES TO THESE TERMS
WRS Ltd reserves the right to alter or amend these terms and conditions at any time.
GOVERNING LAW AND JURISDICTION
This Agreement is governed by and shall be construed in accordance with the law of England and the parties hereby agree to submit to the exclusive jurisdiction of the English Courts.
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