By using any of our web hosting services, you agree to all our Terms of Use as set out below.
Please note that these Terms of Use may be subject to change. If you are a contracted client, we will actively notify you of any relevant changes specific to your contract. They are always available at directionforward.com/terms-of-use, you can also request a copy from us at any time, and they are sent out with all invoices and contracts.
Direction Forward Ltd is a registered company in England and Wales. Company number 09432418.
Office address: 1st Floor Unit F, Damsel House, Dragonfly Place, London SE4 2FN, United Kingdom.
Registered address: Slate Hall, Middle Green, Wakes Colne, Essex CO6 2BJ, United Kingdom.
Definitions
- “Agreement” shall refer to the agreement between Direction Forward and the Customer for the provision of Services by Direction Forward to the Customer.
- “Bandwidth” shall refer to the rate of data transmission in bits per second, using Direction Forward equipment.
- “Confidential Information” shall refer to information which is identified as confidential or proprietary by either party or the nature of which is clearly confidential or proprietary.
- “Customer” shall refer to you, an individual or entity which has accepted these Terms Of Service.
- “Fees” shall refer to the fees for the Services.
- “Intellectual Property Rights” shall refer to any and all patents, trademarks, service marks, copyright, know-how, design rights, or any other intellectual or similar rights, whether or not registrable in any country, together with all or any goodwill relating to the same.
- “Services” shall mean hosting.
- “Direction Forward” shall refer to Direction Forward Limited.
- “You”, “Your”, and grammatical variants thereof shall mean you, any other entity which has an ownership or other beneficial interest in you, or any other entity in which you have an ownership or beneficial interest.
1. Server Use
1.1 Direction Forward does not allow any of the following content to be stored on its servers: (i) Illegal Material – This includes copyrighted works, commercial audio, video, or music files, and any material in violation of any UK legislation. (ii) Adult Material – This includes all pornography, erotic images, or otherwise lewd or obscene content. The designation of “adult material” is left entirely to the discretion of Direction Forward. (iii) Direction Forward does not allow pirated software, ROMS, emulators, hacking, password cracking, IP spoofing, etc. And encrypting of any of the above. This also includes any sites which provide “links to” or “how to” information about such material.
2. Unrestricted Bandwidth Policy
1.1 Direction Forward offers an unrestricted use policy by maintaining very large ratios of bandwidth per customer. In rare cases, Direction Forward may find a customer to be using server resources to such an extent that they may jeopardise server performance and resources for other customers. In such instances, Direction Forward reserves the right to impose the following ‘High Resource User Policy’.
3. High Resource User Policy
3.1 Resources are defined as bandwidth, processor utilisation, or disk space. Direction Forward may implement the following policy to its sole discretion: when a website is found to be monopolizing the resources available, Direction Forward reserves the right to suspend that server immediately. This policy is only implemented in extreme circumstances and is intended to prevent the misuse of our servers.
4. Fees and Payment Terms
4.1 All Fees for Services are payable in advance and are non-refundable.
4.2 All Fees must be paid in UK Pounds Sterling, and all prices are quoted excluding Value Added Tax (VAT), unless stated otherwise.
4.3 Although Direction Forward reserves the right to change the prices for the Services at any time, all pricing is guaranteed for the period of the prepayment. Any changes to the prices of Services will be clearly communicated to Customers prior to their application, with one month’s notice being given for such changes. Notice will be served via email, to the primary email address held on the Customer’s account.
4.4 Direction Forward will suspend access and/or cancel an account which: (i) contains invalid or fraudulent details; (ii) initiates a credit/debit card chargeback.
5. Term and Termination
5.1 The term of service for all annually billed Services is annual, and the term of service for all monthly billed Services is monthly.
5.2 In order to ensure continuity of service, Direction Forward operates an auto renewal policy on all the Services it provides to Customers. Upon expiration of Your initial term, Your Services shall be automatically renewed for the same period as Your initial term, at which point Direction Forward shall either issue an invoice 30 days in advance or charge the payment details held on Your account. Failure to pay such an invoice will result in Your Services not being renewed and they will be cancelled.
5.3 You agree that You are solely responsible for ensuring that Your Services are renewed, and that Direction Forward shall have no liability to you or to any third party in connection with the renewal or any attempt to renew the Services. Including, but not limited to, any failure or errors in renewing or attempting to renew the Services.
5.4 If You do not wish to renew a product or service, You will need to contact Direction Forward at least seven calendar days before the date of renewal to change the auto renewal status.
5.5 Direction Forward reserves the right to terminate a Customer’s Services at any time. In this event, You will be entitled to a pro-rata refund based on the unexpired term of service. Unless You have contravened these Terms of Service, in which case You may not be entitled to a refund.
5.6 Cloud Next shall have the right to terminate a Customer’s Agreement immediately should the Customer fail to make advance payment for any Service, when such payment becomes due to Direction Forward.
5.7 Either party may terminate this Agreement by giving notice in writing to the other party if the other party (i) is in material breach of this Agreement and fails to remedy such breach within 30 days of the receipt of a request in writing to remedy such breach, such request setting out the breach and indicating that failure to remedy the breach may result in termination of the Agreement, (ii) becomes the subject of a voluntary arrangement under Part 1 of the Insolvency Act 1986, (iii) is unable to pay its debts within the meaning of section 123 of the Insolvency Act 1986, (iv) has a receiver, liquidator or administrator appointed over all or part of its assets or income or (v) has ceased to trade.
6. Cancellation
6.1 Customers may not cancel their Service(s) during the term of service but can change the auto renewal status for their Service(s) in accordance with 6.4.
6.2 Customers will not be entitled to cancel any Service if there are outstanding payments associated with that Service.
7. Disclaimers and Warranties
7.1 Direction Forward does not back up Your data or website and whilst every attempt would be made in the unlikely event of any corruption or hardware failure, Direction Forward cannot guarantee to be able to replace lost data. This includes loss of data resulting from delays, non-deliveries, wrong delivery, and any and all service interruptions caused by Direction Forward and its employees.
7.2 Direction Forward makes no warranties or representations that any service will be uninterrupted or error-free. You accept all services provided hereunder “as is” without warranty of any kind.
7.3 All implied conditions, warranties and terms (whether express or implied by statute, common law, custom or otherwise) including, but not limited to, those relating to the exercise of reasonable care and skill, fitness for purpose and satisfactory quality (where applicable) are hereby excluded in relation to each of the services to be provided hereunder to the fullest extent permitted by law.
7.4 Direction Forward shall not be liable for any services or products to be supplied by any third party.
7.5 Direction Forward shall not be liable for any loss or damage of whatsoever nature suffered by You arising out of or in connection with any breach of this Agreement by You or any act, misrepresentation, error or omission made by You or on Your behalf.
7.6 Direction Forward will not be liable for any indirect loss, consequential loss, loss of profit, revenue, data or goodwill howsoever arising suffered by You or for any wasted management time or failure to make anticipated savings or liability You incur to any third party arising in any way in connection with this Agreement or otherwise whether or not such loss has been discussed by the parties pre-contract or for any account for profit, costs or expenses arising from such damage or loss.
7.7 No matter how many claims are made and whatever the basis of such claims, Direction Forward’s maximum aggregate liability to You under or in connection with this Agreement in respect of any direct loss (or any other loss to the extent that such loss is not excluded by other provisions in this Agreement) whether such claim arises in contract or in tort shall not exceed a sum equal to twice the fees paid by You for the services in relation to which Your claim arises during the 12 month period prior to such claim.
7.8 None of the clauses herein shall apply so as to restrict liability for death or personal injury resulting from the negligence of Direction Forward, its employees or its subcontractors.
7.9 Direction Forward shall not be liable for any interruptions to the services or outages arising directly or indirectly from (i) interruptions to the flow of data to or from the internet, (ii) changes, updates or repairs to the network or software which it uses as a platform to provide the services, (iii) the effects of the failure or interruption of services provided by third parties, (iv) factors outside of Direction Forward’s reasonable control, (v) Your actions or omissions (including, without limitation, breach of Your obligations set out in this Agreement) or those of any third parties, (vi) problems with Your equipment and/or third party equipment, or (vii) interruptions to the services requested by You.
8. Indemnification
8.1 You agree that You shall defend, indemnify, save and hold Direction Forward, its officers, employees, agents, subcontractors and affiliated companies harmless from any and all demands, liabilities, losses, costs and claims, including reasonable attorney’s fees asserted against Direction Forward, its agents, its customers, officers and employees, that may arise directly or indirectly as a result of any service provided or performed or agreed to be performed or any product sold by You, Your agents, employees or assigns.
8.2 You agree to defend, indemnify and hold harmless Direction Forward against liabilities arising out of (i) any injury to person or property caused by any products sold or otherwise distributed in connection with a Direction Forward server, (ii) any material supplied by You infringing or allegedly infringing the proprietary rights of a third party, (iii) Intellectual Property Right infringement, (iv) any defective products sold by You from a Direction Forward server, and (v) any breach of any of Your obligations or the warranties given by You in this Agreement.
9. Force Majeure
9.1 Neither party is under any liability to the other party in respect of anything which, apart from this provision, may constitute a breach of the Agreement arising by reason of force majeure which means, in relation to either party, circumstances beyond the reasonable control of that party including acts of God, acts of any governmental or supranational authority, war or national emergency, riots, civil commotion, fire, network failure, systems fault, unauthorized use or access to the IT systems of Direction Forward or the Customer, explosion, flood, epidemic, lock outs (whether or not by that party), strikes and other industrial disputes (in each case, whether or not relating to that party’s workforce), restraints or delays affecting shipping or carriers, inability or delay in obtaining supplies of adequate or suitable materials and currency restrictions, to the extent outside of its reasonable control.
10. Entire Agreement
10.1 This Agreement constitutes the entire agreement between the parties hereto relating to the subject matter hereof and neither relied on any representation made by the other party unless such representation is expressly included herein.
10.2 Nothing in this clause shall relieve either party of liability for fraudulent misrepresentations and neither party shall be entitled to any remedy for either any negligent or innocent misrepresentation except to the extent (if any) that a court or arbitrator may allow reliance on the same as being fair and reasonable.
10.3 This Agreement supersedes any prior agreements, representations, statements, negotiations, understandings, proposals or undertakings, oral or written, with respect to the subject matter expressly set forth herein.
11. Severability
11.1 In the event that any provision of this Agreement shall be unenforceable or invalid under any applicable law or be so held by applicable court decision, such unenforceability or invalidity shall not render this Agreement unenforceable or invalid as a whole.
11.2 Direction Forward will amend or replace such provision with one that is valid and enforceable and which achieves, to the extent possible, the original objectives and intent of Direction Forward as reflected in the original provision.
12. Confidentiality
12.1 Each of the parties agrees not to disclose any Confidential Information received from the other party or make any use of any such Confidential Information other than for the purposes of performance of this Agreement, except that (i) each party may disclose Confidential Information received from the other to its responsible employees, consultants, subcontractors or suppliers who need to receive the information in the course of performance of this Agreement, (ii) the confidentiality obligations set out above shall not apply to any information which is or subsequently becomes available to the general public other than through a breach by the receiving party, or is already known to the receiving party before disclosure by the disclosing party or is developed through the independent efforts of the receiving party, or (iii) the receiving party rightfully receives from a third party without restriction as to use.
13. Waiver
13.1 The failure or delay by either party in exercising any right, power or remedy of that party under the Agreement will not in any circumstances impair such right, power or remedy, nor operate as a waiver of it.
13.2 The single or partial exercise by either party of any right, power or remedy under the Agreement will not in any circumstances preclude any other or further exercise of it or the exercise of any other right, power or remedy.
13.3 Any waiver by either party of a breach of or default under any of the terms of the Agreement by the other party is not deemed a waiver of any subsequent breach or default and in no way affects the other terms of the Agreement.
14. Assignment
14.1 You shall not assign, sub-license or transfer Your rights or obligations under this Agreement to any third party without the prior written consent of Direction Forward. However, in the event that Direction Forward consents to such an assignment, sub-license or transfer, then this Agreement shall endure to the benefit of and be binding upon the parties and their respective successors and permitted assigns.
14.2 Direction Forward may sub-contract or assign any or all of its rights and obligations under this Agreement.
15. Amendments
15.1 This Agreement may not be amended or modified by You except by means of a written document signed by both You and an authorised representative of Direction Forward.
16. Notices
16.1 You agree that any notice or communications required or permitted to be delivered under this Agreement by Direction Forward to You shall be deemed to have been given immediately if delivered by email or 24 hours after dispatch if sent by overnight mail, in accordance with the contact information You have provided.
17. Governing Law
17.1 This Agreement, and Your rights and obligations under this Agreement, shall be governed by the laws of the England, subject to the exclusive jurisdiction of the courts of England and Wales.
18. Email
18.1 You may not use Direction Forward servers and services for any of the following: (i) to send messages or communications, which are unsolicited, offensive, abusive, indecent or obscene; (ii) to send messages causing annoyance, inconvenience or anxiety to another user of the internet or (iii) to send messages for the purpose of fraud and/or with the intention of committing a criminal offence.
18.2 To prevent the sending of bulk unsolicited mail, SMTP traffic to and from a server will be blocked in the following scenarios: (i) where we identify a server that has an open mail relay; (ii) where a significant volume of mail is sent from a domain in a 10 minute period or (iii) where we have received significant volumes of complaints concerning unsolicited mail originating from a Direction Forward hosted server.
18.3 To prevent Direction Forward’s IP addresses being blocked by IP address blocking, Your server may be disabled where we have received significant volumes of complaints concerning unsolicited mail originating from a Direction Forward server, or unsolicited email being sent to promote sites being hosted on a Direction Forward server.
19. General
19.1 If Direction Forward disables a server, we will: (i) provide follow up correspondence during office hours detailing the reasons for the suspension and what actions, if any, the administrator should take to rectify the situation; (ii) work with You to suggest a resolution to the issue at hand and arrange for the restoration of Services in the shortest timescale possible once an agreement has been reached; (iii) not re-enable any server that has a history of similar misuse; (iv) pass the account to the appropriate department to resolve any outstanding issues such as account balance or closure.
19.2 If an action is taken against a site or server, You should communicate directly with Direction Forward during office hours.
19.3 Restoration of any and all Services suspended during such an investigation will be considered on a case-by-case basis.
19.4 Direction Forward are committed to assisting and cooperating with all law enforcement and government agencies in helping to reduce internet crime.
20. Reporting Misuse
20.1 In order to efficiently process Your report we need You to send as much information as possible and Your contact email address and phone number. Below are the details that we will need from You when investigating internet misuse. Reports will not be investigated until the details below have been received. If any of the information below is missing from Your report, please re-send the information.
20.2 Reporting port scanning, attempted hacking and firewall activity: (i) where Your report is based upon information obtained from a firewall, please ensure that You send the relevant unedited firewall log (or excerpt). Please ensure that the log includes the time, date and time zone; (ii) You also need to confirm that the clock on Your PC is accurate and that You are using the correct time zone for Your locale; (iii) Screenshots or image files will not be accepted as evidence of a system intrusion; (iv) If You see any other misuse on Your own servers originating from a Direction Forward IP address, then please send us the following information: Your URL, our web server log (showing the IP address, time, date and time zone of the IP address logging into Your server), and any details of the misuse that has taken place.
20.3 Reporting email/newsgroup misuse (including spam): (i) We require the full header and content of the email/newsgroup post. The header enables us to trace the journey that an email/newsgroup post has made from the computer it originated from to the computer it was downloaded to.
20.4 Reporting virus activity: (i) If You have received or been infected by a virus, worm or trojan please note that Direction Forward are unable to offer any support in their removal. We recommend that you install anti-virus software and ensure that it is updated regularly; (ii) please include the following information in your complaint: the header of the email (if one is available) and the content of the email; (iii) the email attachment that was sent to You (if any). The attachment may need to be placed in an archived file (e.g. .zip or .rar) for our email software to receive it. If You cannot attach the virus, then please send the email and header only.
20.5 Reporting web space abuse: (i) If You become aware of any server hosted by Direction Forward that you feel is in contravention of our Terms Of Service or our Acceptable Use Policy, then please provide the following details: the URL, the time and date that You noticed the infringement, any details regarding how You came to view the material, and a precise description of why You believe this to be in breach.
20.6 Direction Forward actively reports any illegal activities that take place on our servers to the police. Direction Forward also work with the Internet Watch Foundation to ensure that any images of child abuse are removed from our service and reported as soon as we are made aware, in line with current working practices.