Terms and Conditions
There follows two agreements, the first for leasing a Private Medicine Guide domain, the second for all other services we provide. Please read the appropriate terms and conditions before continuing with your purchase.
For Lease Holders
THIS AGREEMENT is made on the date of the completion and submission of the online registration procedure provided by Private Medicine Guide for the lease of this Domain name.
BETWEEN:
(1) PRIVATE MEDICINE GUIDE TM ('Private Medicine GuideTM)
and
(2) You, as the person or entity entering into this agreement, to use and pay for the selected domain name and associated website
('the Lessee')
_____________________________________
LEASE AGREEMENT FOR A DOMAIN NAME
________________________________________
Private Medicine Guide
1 Stirling House
Stirling Road
Guildford
Surrey
GU2 7RF
THIS DOMAIN NAME LEASE AGREEMENT is made on the date of the completion and submission of the online registration procedure provided by Private Medicine Guide for the lease of this Domain name.
BETWEEN:
(1) Private Medicine Guide ('Private Medicine Guide Ltd - Company Number 06921621) whose registered office is at 1 Stirling House, Stirling Road, Guildford, Surrey, GU2 7RF.
(2) You, as the person or entity entering into this agreement, to use and pay for the selected domain name and associated website, whose address is that as entered into the online form completed as part of the registration process.
RECITALS:
A Private Medicine Guide is the registered holder/owner, or has an exclusive agreement for the use of the same with the registered holder/owner, of the Internet domain name which is the subject of this agreement and was chosen in the online process that the lessee started by selecting that name and proceeding through the online registration pages, which is one of a number of domain names owned or managed by Private Medicine Guide which form part of its Private Medicine Guide directory whose website address is 'www.privatemedicineguide.co.uk'.
B Private Medicine Guide wishes to lease the Domain Name to the Lessee for the period of one calendar month, renewable monthly on payment from the lessee, from the date that this Agreement is concluded between the parties ('the Commencement Date') and the Lessee wishes to lease the Domain Name for the said period, subject to the terms and conditions of this Agreement. The Agreement is concluded on the completion and submission of the online registration procedure provided by Private Medicine Guide for the lease of this Domain name - or if chosen by the Customer, ordering of the same services by telephone, e-mail, fax, letter or any other chosen method of communication. In such case a paper version of the lease agreement can be forwarded to the customer at the customers request. The Commencement date for the agreement is the same, although there may be a variable free trial period given by Private Medicine Guide to the lessee, before the period where payment is taken. During this period, all to the terms and conditions of this Agreement are agreed to be in force, with the exception of any relating to payment, which is understood to start and the end of the said trial period.
IT IS THEREFORE AGREED as follows:
1 Private Medicine Guide confirms that it is legally authorised to enter into this Agreement with the Lessee.
2 The Lessee agrees that it will undertake to pay for the use of this domain name and associated web services as outlined on the website www.privatemedicineguide.co.uk and detailed during the online registration process for the lease of this domain name through the process provided by Private Medicine Guide, the sums and timings as outlined in that process which will entitle it to lease the said Domain Name. Failure by the Lessee to make a payment as set out in this clause or any other material breach of the Agreement shall entitle Private Medicine Guide, as appropriate, to lease the Domain Name elsewhere or take the Domain Name and/or corresponding website off-line. The Lessee understands and agrees that no property right or other entitlement to the Domain Name is transferred by this Agreement and warrants that it will not, at a later date, challenge Private Medicine Guides right to be the registered holder/owner of the Domain Name, nor the right to be the registered holder/owner of the Domain Name or any other entity that Private Medicine Guide has acted as agent for, in the leasing of this domain, name to the lessee.
3 Payment of the Price in full and by the appropriate time by the Lessee entitles the Lessee to use the Domain Name for the period of one calendar month from the Commencement Date accepting that this might start after an offered free trial period, and to have the relevant website hosted by Private Medicine Guide. Private Medicine Guide does not guarantee that the hosting service will be free from interruptions and the service may need to be suspended from time to time to maintain and/or upgrade it. The Price does not include any website design services or e-mail accounts but does included a certain amount of hosting on the Private Medicine Guide servers. Private Medicine Guide does have facilities to provide a content management system for the lessee to be able to write and edit their website for an additional price. E-mail accounts can, subject to additional payment, be arranged through Private Medicine Guide if required. In the event that the Lessee exercises its option to renew the Agreement for a further period of 1 month, the Lessee shall make payment via the in full to Private Medicine Guide thorough the automated credit / debit card system provided by Private Medicine Guide at the start of that calendar month. This will occur automatically as part of the registration process, but can be cancelled by the Lessee at any time they wish not to exercise their option to renew the Domain Name lease agreement. Without prejudice to other rights and remedies under the Agreement, Private Medicine Guide shall be entitled to terminate this Agreement immediately and to take down the Lessee's website using the Domain Name, if the Lessee fails to make full payment at the start of the calendar month in question. As the process is an automated monthly direct payment from the credit / debit card, it will be assumed that if the payment is not made, the credit /debit card payment has be cancelled by the Lessee as a signal that it is not exercising its option to continue. In the event that there has been an error made either by the Lessee not ensuring adequate funds available at the time of payment, or the card payment company, then Private Medicine Guide will put the website back up on receipt of the correct payment and explanation. However, in such a circumstance, the Lessee understands and agrees that Private Medicine Guide will not be responsible for any loss of data or information from the website during the process of removing the website and reinstating it.
4 Private Medicine Guide undertakes that the Domain Name and corresponding website will be advertised and listed on the Private Medicine Guide directory at 'www.privatemedicineguide.co.uk' unless the lessee requests otherwise. This service is included in the Price.
5 This Agreement shall have a fixed duration of one calendar month from the Commencement Date, including any free trial period preceding the first paid month. At the end of each calendar month, Private Medicine Guide will grant the Lessee the first option to renew the lease of the Domain Name at the then prevailing market rates, to be decided by Private Medicine Guide in its sole discretion. In the event that the Agreement is renewed by the Lessee, the Agreement is renewed for a further calendar month on the same terms and conditions as in the Agreement (save for price), with the Lessee having the same first option to renew further. Unless otherwise agreed by the parties, each renewal shall be for a period of a calendar month. If this option is not accepted by the Lessee at the beginning of the calender month, signified either by notice given by e-mail, letter, fax or letter, or by failure to pay on the automated credit/debit card process, the option will lapse and Private Medicine Guide will be free to negotiate with any third party with a view to leasing the Domain Name to it when this Agreement expires - which will be at the point of non-payment for the next month.
6 Any website/web page constructed to run from the Domain Name's corresponding website must have the Private Medicine Guide logo that will be supplied by Private Medicine Guide with a hyperlink from this logo to www.privatemedicineguide.co.uk.
7 Subject to the express provisions of this Agreement, the Lessee is allowed to advertise and market the Domain Name and corresponding website in any manner that it wishes, provided always that such advertising and marketing activity is lawful and, in the opinion of Private Medicine Guide, not offensive or in any way likely to adversely affect the reputation and/or good-standing of Private Medicine Guide or the Private Medicine Guide directory.
8 The Domain Name is leased solely for the use and benefit of the Lessee. Accordingly, the Lessee may not assign or sub-licence all or any part of the benefit of this Agreement to any other party without the prior written consent of Private Medicine Guide. In addition, the Lessee may not allow any additional party to use or be listed by the Domain Name and corresponding website without the prior written consent of Private Medicine Guide.
9 The Lessee agrees that it will not store, distribute or transmit any unlawful material and will not include content on the Domain Name's website which either comes from a third party or, in the opinion of Private Medicine Guide, is not directly related to the subject matter covered by the Domain Name or is offensive or in any other way inappropriate. In the event that Private Medicine Guide considers that the website does contain material in breach of this clause, it reserves the right either to remove the offending material or to take the website off-line to enable the Lessee to remove all offending material. Once the Lessee believes that all offending material has been removed or if it feels that the material is not contrary to this Agreement, it may make written or oral submissions to Private Medicine Guide, which the latter will consider. As soon as Private Medicine Guide is satisfied that there is no material on the website contrary to this Agreement, the website will be allowed to go on-line.
10 The Lessee warrants that all information posted on its website will be full, complete and accurate and that it is the sole responsibility of the Lessee to ensure this. Private Medicine Guide accepts no legal responsibility for inaccurate, offensive or misleading information found on the Domain Name's website. The Lessee also warrants that it shall abide by all relevant guidelines of the General Medical Council ('GMC') or, if appropriate, any other governing body.
11 (1) Private Medicine Guide shall indemnify the Lessee against any injury to or death of any person employed or contracted by the Lessee caused by any negligent act or omission, breach of contract or wilful misconduct of Private Medicine Guide, its employees, agents or sub-contractors.
(2) Except in respect of injury or loss in accordance with (1) above, Private Medicine Guide total legal liability in relation to direct damage or loss suffered by the Lessee arising out of or in connection with this Agreement shall not exceed 110% of the Price payable by the Lessee to Private Medicine Guide pursuant to this Agreement.
(3) Notwithstanding anything else contained in this Agreement, Private Medicine Guide shall not be liable to the Lessee, under any circumstances, for any indirect or consequential loss or damage, including loss of profits, anticipated savings, business interruption, data loss, whether arising from negligence, breach of contract or misrepresentation.
12 The Lessee agrees to indemnify Private Medicine Guide and keep Private Medicine Guide fully and effectively indemnified against all costs, claims, demands, expenses and liabilities of whatever nature arising out of or in connection with the use of the Domain Name by the Lessee.
13 Neither party shall be liable for any delay in performing its obligations hereunder (except for the payment of any sum due under the Agreement) if such delay is caused by circumstances beyond its reasonable control. The relevant obligations shall be suspended during the period that the said circumstances persist and the relevant party shall be granted an extension of time for performance equal to the period of the delay. If such delay continues for more than 3 months, either party may terminate this Agreement forthwith on giving written notice to the other party, in which event neither party shall have any liability to the other by reason of such termination.
14 Notwithstanding anything else contained herein, this Agreement may be terminated:
(1) by Private Medicine Guide immediately if a monthly payment is not made; or
(2) by either party forthwith on giving written notice to the other if the other commits a material breach of this Agreement and (in the case of a breach capable of being remedied) has failed to do so within 30 days after the receipt of a written request from the other party requiring it to remedy the breach; or
(3) by either party forthwith on giving notice in writing to the other if the other party has a receiver or administrative receiver appointed over it or any part of its undertaking or assets or passes a resolution for winding-up or if a Court of competent jurisdiction makes an order to this effect or if the other party becomes subject to an administration order or enters into any voluntary arrangement with its creditors or ceases or threatens to cease to carry on business.
15 (1) Any termination of this Agreement, however caused, shall not affect any accrued rights or liabilities of either party nor shall it affect the coming into force or the continuance in force of any provision which is expressly or by implication intended to come into or continue in force on or after such termination.
(2) Upon any termination of this Agreement, however caused, each party shall immediately deliver up to the other all copies of any information and data supplied to that party by the other and shall certify in writing that no copies of such information or data have been retained.
(3) Upon any termination of this Agreement, however caused, the Lessee loses its right to lease the Domain Name and, accordingly, Private Medicine Guide is free to lease it to a third party.
16 No forbearance, delay or indulgence by Private Medicine Guide in enforcing the provisions of this Agreement shall prejudice or restrict its rights nor shall any waiver of its rights operate as a waiver of any subsequent breach and no right, power or remedy herein conferred upon Private Medicine Guide is exclusive of any other right, power or remedy available to Private Medicine Guide and each such right, power or remedy shall be cumulative.
17 This Agreement supersedes any prior agreements, arrangements, communications, representations and understandings between the parties and constitutes the entire agreement between the parties relating to the subject matter hereof. No addition to or modification of any provision of this Agreement shall be binding upon the parties unless made in writing, signed by a duly authorised representative of each of the parties.
18 Notwithstanding that the whole or any part of any provision of this Agreement may prove to be illegal or unenforceable, the other provisions of this Agreement and the remainder of the provision in question shall remain in the full force and effect.
19 Any dispute which arises out of or in connection with this Agreement shall be determined as follows:
(1) in the first instance, the parties shall attempt to settle the dispute by mediation in accordance with the Centre for Dispute Resolution ('CEDR') Model Mediation Procedure;
(2) except as provided in this clause, neither party may commence any Court proceedings in relation to any dispute until they have attempted to settle it by way of mediation and that mediation has duly taken place;
(3) a party may, exceptionally, institute Court proceedings before the dispute resolution procedure described herein has been exhausted, but only provided that such Court proceedings are:
(i) to avoid the expiry of any relevant limitation period; or
(ii) to preserve a superior position with respect to other creditors; or
(iii) in circumstances where immediate injunctive relief may be appropriate, such as matters involving confidential information and/or property rights;
(4) subject to the terms of this clause, the parties agree that this Agreement shall be governed by and construed in accordance with the laws of England and the parties hereby submit to the exclusive jurisdiction of the English Courts.
Continuing with the online registration of this domain name will indicate acceptance of the terms in this agreement and such will be asked for in order to proceed with the online process.
Other Services provided by Private Medicine Guide
THIS AGREEMENT is made on the date of the completion and submission of the online registration procedure provided by Private Medicine Guide for services provided by Private Medicine Guide.
BETWEEN:
(1) PRIVATE MEDICINE GUIDETM ('Private Medicine GuideTM)
and
(2) You, as the person or entity entering into this agreement, to use and pay for services provided by Private Medicine GuideTM
('the Customer')
_____________________________________
AGREEMENT FOR USE OF SERVICES
________________________________________
Private Medicine Guide
1 Stirling House
Stirling Road
Guildford
Surrey
GU2 7RF
THIS AGREEMENT is made on the date of the completion and submission of the online registration procedure provided by Private Medicine Guide for provision of internet services.
BETWEEN:
(1) Private Medicine Guide ('Private Medicine Guide Ltd - Company Number 06921621) whose registered office is at 1 Stirling House, Stirling Road, Guildford, Surrey, GU2 7RF.
(2) You, as the person or entity entering into this agreement, to use and pay for the services selected from Private Medicine Guise, whose address is that as entered into the online form completed as part of the registration process.
RECITALS:
A Private Medicine Guide is the provider of internet services which are the subject of this agreement and was chosen in the online process that the customer started by selecting that name and proceeding through the online registration pages. These services and associated websites, domain names and other intellectual property areowned or managed by Private Medicine Guide which form part of its Private Medicine Guide directory whose website address is 'www.privatemedicineguide.co.uk'.
B Private Medicine Guide wishes to provide selected services to the Customer for a specified period, renewable at the specified period on payment from the customer, from the date that this Agreement is concluded between the parties ('the Commencement Date') and the Customer wishes to use these selected services for the said period, subject to the terms and conditions of this Agreement. The Agreement is concluded on the completion and submission of the online registration procedure provided by Private Medicine Guide for the selection and ordering of these services - or if chosen by the Customer, ordering of the same services by telephone, e-mail, fax, letter or any other chosen method of communication. The Commencement date for the agreement is the same, although there may be a variable free trial period given by Private Medicine Guide to the customer, before the period where payment is taken. During this period, all to the terms and conditions of this Agreement are agreed to be in force, with the exception of any relating to payment, which is understood to start and the end of the said trial period.
IT IS THEREFORE AGREED as follows:
1 Private Medicine Guide confirms that it is legally authorised to enter into this Agreement with the Customer.
2 The Customer agrees that it will undertake to pay for the services selected as outlined on the website www.privatemedicineguide.co.uk and detailed during the online registration process for ordering said services through the process provided by Private Medicine Guide, the sums and timings as outlined in that process which will entitle it to the services selected and provided. Failure by the Customer to make a payment as set out in this clause or any other material breach of the Agreement shall entitle Private Medicine Guide, as appropriate, to withdraw the services. The Customer understands and agrees that no property right or other entitlement to the services provided by this Agreement and warrants that it will not, at a later date, challenge Private Medicine Guides right to be the holder/owner/provider of any of the services, nor the right to be the holder/owner/provider of the services or any other entity that Private Medicine Guide has acted as agent for, in the provision of these services to the customer.
3 Payment of the Price in full and by the appropriate time by the Customer entitles the Customer to use the services for the period stated at the time of ordering the services from the Commencement Date accepting that this might start after an offered free trial period. Private Medicine Guide does not guarantee that the hosting service will be free from interruptions and the service may need to be suspended from time to time to maintain and/or upgrade it. The Price does not include anything apart for the service that is specified on Private Medicine Guide and is selected as such by the customer. In the event that the Customer exercises its option to renew the Agreement for a further period, the Customer shall make payment via the in full to Private Medicine Guide thorough the automated credit / debit card system provided by Private Medicine Guide at the start of that period. This will occur automatically as part of the registration process, but can be cancelled by the Customer at any time they wish not to exercise their option to renew the services. Without prejudice to other rights and remedies under the Agreement, Private Medicine Guide shall be entitled to terminate this Agreement immediately and to remove all services if the Customer fails to make full payment at the start of each period in question. As the process is an automated regular direct payment from the credit / debit card, it will be assumed that if the payment is not made, the credit /debit card payment has be cancelled by the Customer as a signal that it is not exercising its option to continue. In the event that there has been an error made either by the Customer not ensuring adequate funds available at the time of payment, or the card payment company, then Private Medicine Guide will reinstate the services on receipt of the correct payment and explanation. However, in such a circumstance, the Customer understands and agrees that Private Medicine Guide will not be responsible for any loss of data or information from the website during the process of removing the services and reinstating them.
4 This Agreement shall have a fixed duration for the agreed period from the Commencement Date, including any free trial period preceding the first paid period. At the end of each period, Private Medicine Guide will grant the Customer the option to renew the services at the then prevailing market rates, to be decided by Private Medicine Guide in its sole discretion. In the event that the Agreement is renewed by the Customer, the Agreement is renewed for a further agreed period on the same terms and conditions as in the Agreement (save for price), with the Customer having the same option to renew further. Unless otherwise agreed by the parties, each renewal shall be for a period of a calendar month or one year. If this option is not accepted by the Customer at the beginning of the calender month or year, signified either by notice given by e-mail, letter, fax or letter, or by failure to pay on the automated credit/debit card process, the option will lapse and Private Medicine Guide will be free to negotiate with any third party with a view to providing any of the services that might have been exclusively offered to the customer when this Agreement expires - which will be at the point of non-payment for the specified period of time.
5 Any website/web page constructed using the services provided by Private Medicine Guide must have the Private Medicine Guide logo that will be supplied by Private Medicine Guide with a hyperlink from this logo to www.privatemedicineguide.co.uk .
6 Subject to the express provisions of this Agreement, the Customer is allowed to advertise and market their corresponding websites, webpages or other other web content provision constructed using the services provided in any manner that it wishes, provided always that such advertising and marketing activity is lawful and, in the opinion of Private Medicine Guide, not offensive or in any way likely to adversely affect the reputation and/or good-standing of Private Medicine Guide or the Private Medicine Guide directory.
7 The services provided are provided solely for the use and benefit of the Customer. Accordingly, the Customer may not assign or sub-licence all or any part of the services provided by this Agreement to any other party without the prior written consent of Private Medicine Guide. In addition, the Customer may not allow any additional party to use or be listed on any web site, web page or other web content provision produced by any of the services provided without the prior written consent of Private Medicine Guide.
8 The Customer agrees that it will not store, distribute or transmit any unlawful material and will not include content on the any of the web sites, web pages or other web content provision provision constructed with the services provided which either comes from a third party or, in the opinion of Private Medicine Guide, is offensive or in any other way inappropriate. In the event that Private Medicine Guide considers that the website, webpage or other web content provision does contain material in breach of this clause, it reserves the right either to remove the offending material or to remove the offending website, web page or other web content provision to enable the Customer to remove all offending material. Once the Customer believes that all offending material has been removed or if it feels that the material is not contrary to this Agreement, it may make written or oral submissions to Private Medicine Guide, which the latter will consider. As soon as Private Medicine Guide is satisfied that there is no material on the website, web page or other web content provision contrary to this Agreement, the website will be allowed to go on-line.
9 The Customer warrants that all information posted on its website, web page or other web content provision will be full, complete and accurate and that it is the sole responsibility of the Customer to ensure this. Private Medicine Guide accepts no legal responsibility for inaccurate, offensive or misleading information found on the customer's website, web page or other web content provision. The Customer also warrants that it shall abide by all relevant guidelines of the General Medical Council ('GMC') or, if appropriate, any other governing body.
10 (1) Private Medicine Guide shall indemnify the Customer against any injury to or death of any person employed or contracted by the Customer caused by any negligent act or omission, breach of contract or wilful misconduct of Private Medicine Guide, its employees, agents or sub-contractors.
(2) Except in respect of injury or loss in accordance with (1) above, Private Medicine Guide total legal liability in relation to direct damage or loss suffered by the Customer arising out of or in connection with this Agreement shall not exceed 110% of the Price payable by the Customer to Private Medicine Guide pursuant to this Agreement.
(3) Notwithstanding anything else contained in this Agreement, Private Medicine Guide shall not be liable to the Customer, under any circumstances, for any indirect or consequential loss or damage, including loss of profits, anticipated savings, business interruption, data loss, whether arising from negligence, breach of contract or misrepresentation.
11 The Customer agrees to indemnify Private Medicine Guide and keep Private Medicine Guide fully and effectively indemnified against all costs, claims, demands, expenses and liabilities of whatever nature arising out of or in connection with the use of the website, web page or other web content provision or other services provided to the customer, by the Customer.
12 Neither party shall be liable for any delay in performing its obligations hereunder (except for the payment of any sum due under the Agreement) if such delay is caused by circumstances beyond its reasonable control. The relevant obligations shall be suspended during the period that the said circumstances persist and the relevant party shall be granted an extension of time for performance equal to the period of the delay. If such delay continues for more than 3 months, either party may terminate this Agreement forthwith on giving written notice to the other party, in which event neither party shall have any liability to the other by reason of such termination.
13 Notwithstanding anything else contained herein, this Agreement may be terminated:
(1) by Private Medicine Guide immediately if a payment is not made; or
(2) by either party forthwith on giving written notice to the other if the other commits a material breach of this Agreement and (in the case of a breach capable of being remedied) has failed to do so within 30 days after the receipt of a written request from the other party requiring it to remedy the breach; or
(3) by either party forthwith on giving notice in writing to the other if the other party has a receiver or administrative receiver appointed over it or any part of its undertaking or assets or passes a resolution for winding-up or if a Court of competent jurisdiction makes an order to this effect or if the other party becomes subject to an administration order or enters into any voluntary arrangement with its creditors or ceases or threatens to cease to carry on business.
14 (1) Any termination of this Agreement, however caused, shall not affect any accrued rights or liabilities of either party nor shall it affect the coming into force or the continuance in force of any provision which is expressly or by implication intended to come into or continue in force on or after such termination.
(2) Upon any termination of this Agreement, however caused, each party shall immediately deliver up to the other all copies of any information and data supplied to that party by the other and shall certify in writing that no copies of such information or data have been retained.
(3) Upon any termination of this Agreement, however caused, the Customer loses its right to lease the Domain Name and, accordingly, Private Medicine Guide is free to lease it to a third party.
15 No forbearance, delay or indulgence by Private Medicine Guide in enforcing the provisions of this Agreement shall prejudice or restrict its rights nor shall any waiver of its rights operate as a waiver of any subsequent breach and no right, power or remedy herein conferred upon Private Medicine Guide is exclusive of any other right, power or remedy available to Private Medicine Guide and each such right, power or remedy shall be cumulative.
16 This Agreement supersedes any prior agreements, arrangements, communications, representations and understandings between the parties and constitutes the entire agreement between the parties relating to the subject matter hereof. No addition to or modification of any provision of this Agreement shall be binding upon the parties unless made in writing, signed by a duly authorised representative of each of the parties.
17 Notwithstanding that the whole or any part of any provision of this Agreement may prove to be illegal or unenforceable, the other provisions of this Agreement and the remainder of the provision in question shall remain in the full force and effect.
18 Any dispute which arises out of or in connection with this Agreement shall be determined as follows:
(1) in the first instance, the parties shall attempt to settle the dispute by mediation in accordance with the Centre for Dispute Resolution ('CEDR') Model Mediation Procedure;
(2) except as provided in this clause, neither party may commence any Court proceedings in relation to any dispute until they have attempted to settle it by way of mediation and that mediation has duly taken place;
(3) a party may, exceptionally, institute Court proceedings before the dispute resolution procedure described herein has been exhausted, but only provided that such Court proceedings are:
(i) to avoid the expiry of any relevant limitation period; or
(ii) to preserve a superior position with respect to other creditors; or
(iii) in circumstances where immediate injunctive relief may be appropriate, such as matters involving confidential information and/or property rights;
(4)subject to the terms of this clause, the parties agree that this Agreement shall be governed by and construed in accordance with the laws of England and the parties hereby submit to the exclusive jurisdiction of the English Courts.
Continuing with the online registration and the selection of services will indicate acceptance of the terms in this agreement and such will be asked for in order to proceed with the online process.
IT IS THEREFORE AGREED as follows:
1 Private Medicine Guide confirms that it is legally authorised to enter into this Agreement with the Lessee.
2 The Lessee agrees that it will undertake to pay for the use of this domain name and associated web services as outlined on the website www.privatemedicineguide.co.uk and detailed during the online registration process for the lease of this domain name through the process provided by Private Medicine Guide, the sums and timings as outlined in that process which will entitle it to lease the said Domain Name. Failure by the Lessee to make a payment as set out in this clause or any other material breach of the Agreement shall entitle Private Medicine Guide, as appropriate, to lease the Domain Name elsewhere or take the Domain Name and/or corresponding website off-line. The Lessee understands and agrees that no property right or other entitlement to the Domain Name is transferred by this Agreement and warrants that it will not, at a later date, challenge Private Medicine Guides right to be the registered holder/owner of the Domain Name, nor the right to be the registered holder/owner of the Domain Name or any other entity that Private Medicine Guide has acted as agent for, in the leasing of this domain, name to the lessee.
3 Payment of the Price in full and by the appropriate time by the Lessee entitles the Lessee to use the Domain Name for the period of one calendar month from the Commencement Date accepting that this might start after an offered free trial period, and to have the relevant website hosted by Private Medicine Guide. Private Medicine Guide does not guarantee that the hosting service will be free from interruptions and the service may need to be suspended from time to time to maintain and/or upgrade it. The Price does not include any website design services or e-mail accounts but does included a certain amount of hosting on the Private Medicine Guide servers. Private Medicine Guide does have facilities to provide a content management system for the lessee to be able to write and edit their website for an additional price. E-mail accounts can, subject to additional payment, be arranged through Private Medicine Guide if required. In the event that the Lessee exercises its option to renew the Agreement for a further period of 1 month, the Lessee shall make payment via the in full to Private Medicine Guide thorough the automated credit / debit card system provided by Private Medicine Guide at the start of that calendar month. This will occur automatically as part of the registration process, but can be cancelled by the Lessee at any time they wish not to exercise their option to renew the Domain Name lease agreement. Without prejudice to other rights and remedies under the Agreement, Private Medicine Guide shall be entitled to terminate this Agreement immediately and to take down the Lessee's website using the Domain Name, if the Lessee fails to make full payment at the start of the calendar month in question. As the process is an automated monthly direct payment from the credit / debit card, it will be assumed that if the payment is not made, the credit /debit card payment has be cancelled by the Lessee as a signal that it is not exercising its option to continue. In the event that there has been an error made either by the Lessee not ensuring adequate funds available at the time of payment, or the card payment company, then Private Medicine Guide will put the website back up on receipt of the correct payment and explanation. However, in such a circumstance, the Lessee understands and agrees that Private Medicine Guide will not be responsible for any loss of data or information from the website during the process of removing the website and reinstating it.
4 Private Medicine Guide undertakes that the Domain Name and corresponding website will be advertised and listed on the Private Medicine Guide directory at 'www.privatemedicineguide.co.uk' unless the lessee requests otherwise. This service is included in the Price.
5 This Agreement shall have a fixed duration of one calendar month from the Commencement Date, including any free trial period preceding the first paid month. At the end of each calendar month, Private Medicine Guide will grant the Lessee the first option to renew the lease of the Domain Name at the then prevailing market rates, to be decided by Private Medicine Guide in its sole discretion. In the event that the Agreement is renewed by the Lessee, the Agreement is renewed for a further calendar month on the same terms and conditions as in the Agreement (save for price), with the Lessee having the same first option to renew further. Unless otherwise agreed by the parties, each renewal shall be for a period of a calendar month. If this option is not accepted by the Lessee at the beginning of the calender month, signified either by notice given by e-mail, letter, fax or letter, or by failure to pay on the automated credit/debit card process, the option will lapse and Private Medicine Guide will be free to negotiate with any third party with a view to leasing the Domain Name to it when this Agreement expires - which will be at the point of non-payment for the next month.
6 Any website/web page constructed to run from the Domain Name's corresponding website must have the Private Medicine Guide logo that will be supplied by Private Medicine Guide with a hyperlink from this logo to www.privatemedicineguide.co.uk.
7 Subject to the express provisions of this Agreement, the Lessee is allowed to advertise and market the Domain Name and corresponding website in any manner that it wishes, provided always that such advertising and marketing activity is lawful and, in the opinion of Private Medicine Guide, not offensive or in any way likely to adversely affect the reputation and/or good-standing of Private Medicine Guide or the Private Medicine Guide directory.
8 The Domain Name is leased solely for the use and benefit of the Lessee. Accordingly, the Lessee may not assign or sub-licence all or any part of the benefit of this Agreement to any other party without the prior written consent of Private Medicine Guide. In addition, the Lessee may not allow any additional party to use or be listed by the Domain Name and corresponding website without the prior written consent of Private Medicine Guide.
9 The Lessee agrees that it will not store, distribute or transmit any unlawful material and will not include content on the Domain Name's website which either comes from a third party or, in the opinion of Private Medicine Guide, is not directly related to the subject matter covered by the Domain Name or is offensive or in any other way inappropriate. In the event that Private Medicine Guide considers that the website does contain material in breach of this clause, it reserves the right either to remove the offending material or to take the website off-line to enable the Lessee to remove all offending material. Once the Lessee believes that all offending material has been removed or if it feels that the material is not contrary to this Agreement, it may make written or oral submissions to Private Medicine Guide, which the latter will consider. As soon as Private Medicine Guide is satisfied that there is no material on the website contrary to this Agreement, the website will be allowed to go on-line.
10 The Lessee warrants that all information posted on its website will be full, complete and accurate and that it is the sole responsibility of the Lessee to ensure this. Private Medicine Guide accepts no legal responsibility for inaccurate, offensive or misleading information found on the Domain Name's website. The Lessee also warrants that it shall abide by all relevant guidelines of the General Medical Council ('GMC') or, if appropriate, any other governing body.
11 (1) Private Medicine Guide shall indemnify the Lessee against any injury to or death of any person employed or contracted by the Lessee caused by any negligent act or omission, breach of contract or wilful misconduct of Private Medicine Guide, its employees, agents or sub-contractors.
(2) Except in respect of injury or loss in accordance with (1) above, Private Medicine Guide total legal liability in relation to direct damage or loss suffered by the Lessee arising out of or in connection with this Agreement shall not exceed 110% of the Price payable by the Lessee to Private Medicine Guide pursuant to this Agreement.
(3) Notwithstanding anything else contained in this Agreement, Private Medicine Guide shall not be liable to the Lessee, under any circumstances, for any indirect or consequential loss or damage, including loss of profits, anticipated savings, business interruption, data loss, whether arising from negligence, breach of contract or misrepresentation.
12 The Lessee agrees to indemnify Private Medicine Guide and keep Private Medicine Guide fully and effectively indemnified against all costs, claims, demands, expenses and liabilities of whatever nature arising out of or in connection with the use of the Domain Name by the Lessee.
13 Neither party shall be liable for any delay in performing its obligations hereunder (except for the payment of any sum due under the Agreement) if such delay is caused by circumstances beyond its reasonable control. The relevant obligations shall be suspended during the period that the said circumstances persist and the relevant party shall be granted an extension of time for performance equal to the period of the delay. If such delay continues for more than 3 months, either party may terminate this Agreement forthwith on giving written notice to the other party, in which event neither party shall have any liability to the other by reason of such termination.
14 Notwithstanding anything else contained herein, this Agreement may be terminated:
(1) by Private Medicine Guide immediately if a monthly payment is not made; or
(2) by either party forthwith on giving written notice to the other if the other commits a material breach of this Agreement and (in the case of a breach capable of being remedied) has failed to do so within 30 days after the receipt of a written request from the other party requiring it to remedy the breach; or
(3) by either party forthwith on giving notice in writing to the other if the other party has a receiver or administrative receiver appointed over it or any part of its undertaking or assets or passes a resolution for winding-up or if a Court of competent jurisdiction makes an order to this effect or if the other party becomes subject to an administration order or enters into any voluntary arrangement with its creditors or ceases or threatens to cease to carry on business.
15 (1) Any termination of this Agreement, however caused, shall not affect any accrued rights or liabilities of either party nor shall it affect the coming into force or the continuance in force of any provision which is expressly or by implication intended to come into or continue in force on or after such termination.
(2) Upon any termination of this Agreement, however caused, each party shall immediately deliver up to the other all copies of any information and data supplied to that party by the other and shall certify in writing that no copies of such information or data have been retained.
(3) Upon any termination of this Agreement, however caused, the Lessee loses its right to lease the Domain Name and, accordingly, Private Medicine Guide is free to lease it to a third party.
16 No forbearance, delay or indulgence by Private Medicine Guide in enforcing the provisions of this Agreement shall prejudice or restrict its rights nor shall any waiver of its rights operate as a waiver of any subsequent breach and no right, power or remedy herein conferred upon Private Medicine Guide is exclusive of any other right, power or remedy available to Private Medicine Guide and each such right, power or remedy shall be cumulative.
17 This Agreement supersedes any prior agreements, arrangements, communications, representations and understandings between the parties and constitutes the entire agreement between the parties relating to the subject matter hereof. No addition to or modification of any provision of this Agreement shall be binding upon the parties unless made in writing, signed by a duly authorised representative of each of the parties.
18 Notwithstanding that the whole or any part of any provision of this Agreement may prove to be illegal or unenforceable, the other provisions of this Agreement and the remainder of the provision in question shall remain in the full force and effect.
19 Any dispute which arises out of or in connection with this Agreement shall be determined as follows:
(1) in the first instance, the parties shall attempt to settle the dispute by mediation in accordance with the Centre for Dispute Resolution ('CEDR') Model Mediation Procedure;
(2) except as provided in this clause, neither party may commence any Court proceedings in relation to any dispute until they have attempted to settle it by way of mediation and that mediation has duly taken place;
(3) a party may, exceptionally, institute Court proceedings before the dispute resolution procedure described herein has been exhausted, but only provided that such Court proceedings are:
(i) to avoid the expiry of any relevant limitation period; or
(ii) to preserve a superior position with respect to other creditors; or
(iii) in circumstances where immediate injunctive relief may be
appropriate, such as matters involving confidential information and/or
property rights;
(4) subject to the terms of this clause, the parties agree that this Agreement shall be governed by and construed in accordance with the laws of England and the parties hereby submit to the exclusive jurisdiction of the English Courts.
Continuing with the online registration of this domain name will indicate acceptance of the terms in this agreement and such will be asked for in order to proceed with the online process.
Other Services provided by Private Medicine Guide
IS AGREEMENT is made on the date of the completion and submission of the online registration procedure provided by Private Medicine Guide for services provided by Private Medicine Guide.
BETWEEN:
(1) PRIVATE MEDICINE GUIDETM
('Private Medicine GuideTM)
and
(2) You, as the person or entity entering into this agreement, to use and pay for services provided by Private Medicine Guide TM
('the Customer')
_____________________________________
AGREEMENT FOR USE OF SERVICES
________________________________________
Private Medicine Guide
1 Stirling House
Stirling Road
Guildford
Surrey
GU2 7RF
THIS AGREEMENT is made on the date of the completion and submission of the online registration procedure provided by Private Medicine Guide for provision of internet services.
BETWEEN:
(1) Private Medicine Guide ('Private Medicine Guide Ltd – Company Number 06921621) whose registered office is at 1 Stirling House, Stirling Road, Guildford, Surrey, GU2 7RF.
(2) You, as the person or entity entering into this agreement, to use and pay for the services selected from Private Medicine Guise, whose address is that as entered into the online form completed as part of the registration process.
RECITALS:
A Private Medicine Guide is the provider of internet services which are the subject of this agreement and was chosen in the online process that the customer started by selecting that name and proceeding through the online registration pages. These services and associated websites, domain names and other intellectual property areowned or managed by Private Medicine Guide which form part of its Private Medicine Guide directory whose website address is 'www.privatemedicineguide.co.uk'.
B Private Medicine Guide wishes to provide selected services to the Customer for a specified period, renewable at the specified period on payment from the customer, from the date that this Agreement is concluded between the parties ('the Commencement Date') and the Customer wishes to use these selected services for the said period, subject to the terms and conditions of this Agreement. The Agreement is concluded on the completion and submission of the online registration procedure provided by Private Medicine Guide for the selection and ordering of these services – or if chosen by the Customer, ordering of the same services by telephone, e-mail, fax, letter or any other chosen method of communication. The Commencement date for the agreement is the same, although there may be a variable free trial period given by Private Medicine Guide to the customer, before the period where payment is taken. During this period, all to the terms and conditions of this Agreement are agreed to be in force, with the exception of any relating to payment, which is understood to start and the end of the said trial period.
IT IS THEREFORE AGREED as follows:
1 Private Medicine Guide confirms that it is legally authorised to enter into this Agreement with the Customer.
2 The Customer agrees that it will undertake to pay for the services selected as outlined on the website www.privatemedicineguide.co.uk and detailed during the online registration process for ordering said services through the process provided by Private Medicine Guide, the sums and timings as outlined in that process which will entitle it to the services selected and provided. Failure by the Customer to make a payment as set out in this clause or any other material breach of the Agreement shall entitle Private Medicine Guide, as appropriate, to withdraw the services. The Customer understands and agrees that no property right or other entitlement to the services provided by this Agreement and warrants that it will not, at a later date, challenge Private Medicine Guides right to be the holder/owner/provider of any of the services, nor the right to be the holder/owner/provider of the services or any other entity that Private Medicine Guide has acted as agent for, in the provision of these services to the customer.
3 Payment of the Price in full and by the appropriate time by the Customer entitles the Customer to use the services for the period stated at the time of ordering the services from the Commencement Date accepting that this might start after an offered free trial period. Private Medicine Guide does not guarantee that the hosting service will be free from interruptions and the service may need to be suspended from time to time to maintain and/or upgrade it. The Price does not include anything apart for the service that is specified on Private Medicine Guide and is selected as such by the customer. In the event that the Customer exercises its option to renew the Agreement for a further period, the Customer shall make payment via the in full to Private Medicine Guide thorough the automated credit / debit card system provided by Private Medicine Guide at the start of that period. This will occur automatically as part of the registration process, but can be cancelled by the Customer at any time they wish not to exercise their option to renew the services. Without prejudice to other rights and remedies under the Agreement, Private Medicine Guide shall be entitled to terminate this Agreement immediately and to remove all services if the Customer fails to make full payment at the start of each period in question. As the process is an automated regular direct payment from the credit / debit card, it will be assumed that if the payment is not made, the credit /debit card payment has be cancelled by the Customer as a signal that it is not exercising its option to continue. In the event that there has been an error made either by the Customer not ensuring adequate funds available at the time of payment, or the card payment company, then Private Medicine Guide will reinstate the services on receipt of the correct payment and explanation. However, in such a circumstance, the Customer understands and agrees that Private Medicine Guide will not be responsible for any loss of data or information from the website during the process of removing the services and reinstating them.
4 This Agreement shall have a fixed duration for the agreed period from the Commencement Date, including any free trial period preceding the first paid period. At the end of each period, Private Medicine Guide will grant the Customer the option to renew the services at the then prevailing market rates, to be decided by Private Medicine Guide in its sole discretion. In the event that the Agreement is renewed by the Customer, the Agreement is renewed for a further agreed period on the same terms and conditions as in the Agreement (save for price), with the Customer having the same option to renew further. Unless otherwise agreed by the parties, each renewal shall be for a period of a calendar month or one year. If this option is not accepted by the Customer at the beginning of the calender month or year, signified either by notice given by e-mail, letter, fax or letter, or by failure to pay on the automated credit/debit card process, the option will lapse and Private Medicine Guide will be free to negotiate with any third party with a view to providing any of the services that might have been exclusively offered to the customer when this Agreement expires – which will be at the point of non-payment for the specified period of time.
5 Any website/web page constructed using the services provided by Private Medicine Guide must have the Private Medicine Guide logo that will be supplied by Private Medicine Guide with a hyperlink from this logo to www.privatemedicineguide.co.uk .
6 Subject to the express provisions of this Agreement, the Customer is allowed to advertise and market their corresponding websites, webpages or other other web content provision constructed using the services provided in any manner that it wishes, provided always that such advertising and marketing activity is lawful and, in the opinion of Private Medicine Guide, not offensive or in any way likely to adversely affect the reputation and/or good-standing of Private Medicine Guide or the Private Medicine Guide directory.
7 The services provided are provided solely for the use and benefit of the Customer. Accordingly, the Customer may not assign or sub-licence all or any part of the services provided by this Agreement to any other party without the prior written consent of Private Medicine Guide. In addition, the Customer may not allow any additional party to use or be listed on any web site, web page or other web content provision produced by any of the services provided without the prior written consent of Private Medicine Guide.
8 The Customer agrees that it will not store, distribute or transmit any unlawful material and will not include content on the any of the web sites, web pages or other web content provision provision constructed with the services provided which either comes from a third party or, in the opinion of Private Medicine Guide, is offensive or in any other way inappropriate. In the event that Private Medicine Guide considers that the website, webpage or other web content provision does contain material in breach of this clause, it reserves the right either to remove the offending material or to remove the offending website, web page or other web content provision to enable the Customer to remove all offending material. Once the Customer believes that all offending material has been removed or if it feels that the material is not contrary to this Agreement, it may make written or oral submissions to Private Medicine Guide, which the latter will consider. As soon as Private Medicine Guide is satisfied that there is no material on the website, web page or other web content provision contrary to this Agreement, the website will be allowed to go on-line.
9 The Customer warrants that all information posted on its website, web page or other web content provision will be full, complete and accurate and that it is the sole responsibility of the Customer to ensure this. Private Medicine Guide accepts no legal responsibility for inaccurate, offensive or misleading information found on the customer’s website, web page or other web content provision. The Customer also warrants that it shall abide by all relevant guidelines of the General Medical Council ('GMC') or, if appropriate, any other governing body.
10 (1) Private Medicine Guide shall indemnify the Customer against any injury to or death of any person employed or contracted by the Customer caused by any negligent act or omission, breach of contract or wilful misconduct of Private Medicine Guide, its employees, agents or sub-contractors.
(2) Except in respect of injury or loss in accordance with (1) above, Private Medicine Guide total legal liability in relation to direct damage or loss suffered by the Customer arising out of or in connection with this Agreement shall not exceed 110% of the Price payable by the Customer to Private Medicine Guide pursuant to this Agreement.
(3) Notwithstanding anything else contained in this Agreement, Private Medicine Guide shall not be liable to the Customer, under any circumstances, for any indirect or consequential loss or damage, including loss of profits, anticipated savings, business interruption, data loss, whether arising from negligence, breach of contract or misrepresentation.
11 The Customer agrees to indemnify Private Medicine Guide and keep Private Medicine Guide fully and effectively indemnified against all costs, claims, demands, expenses and liabilities of whatever nature arising out of or in connection with the use of the website, web page or other web content provision or other services provided to the customer, by the Customer.
12 Neither party shall be liable for any delay in performing its obligations hereunder (except for the payment of any sum due under the Agreement) if such delay is caused by circumstances beyond its reasonable control. The relevant obligations shall be suspended during the period that the said circumstances persist and the relevant party shall be granted an extension of time for performance equal to the period of the delay. If such delay continues for more than 3 months, either party may terminate this Agreement forthwith on giving written notice to the other party, in which event neither party shall have any liability to the other by reason of such termination.
13 Notwithstanding anything else contained herein, this Agreement may be terminated:
(1) by Private Medicine Guide immediately if a payment is not made; or
(2) by either party forthwith on giving written notice to the other if the other commits a material breach of this Agreement and (in the case of a breach capable of being remedied) has failed to do so within 30 days after the receipt of a written request from the other party requiring it to remedy the breach; or
(3) by either party forthwith on giving notice in writing to the other if the other party has a receiver or administrative receiver appointed over it or any part of its undertaking or assets or passes a resolution for winding-up or if a Court of competent jurisdiction makes an order to this effect or if the other party becomes subject to an administration order or enters into any voluntary arrangement with its creditors or ceases or threatens to cease to carry on business.
14 (1) Any termination of this Agreement, however caused, shall not affect any accrued rights or liabilities of either party nor shall it affect the coming into force or the continuance in force of any provision which is expressly or by implication intended to come into or continue in force on or after such termination.
(2) Upon any termination of this Agreement, however caused, each party shall immediately deliver up to the other all copies of any information and data supplied to that party by the other and shall certify in writing that no copies of such information or data have been retained.
(3) Upon any termination of this Agreement, however caused, the Customer loses its right to lease the Domain Name and, accordingly, Private Medicine Guide is free to lease it to a third party.
15 No forbearance, delay or indulgence by Private Medicine Guide in enforcing the provisions of this Agreement shall prejudice or restrict its rights nor shall any waiver of its rights operate as a waiver of any subsequent breach and no right, power or remedy herein conferred upon Private Medicine Guide is exclusive of any other right, power or remedy available to Private Medicine Guide and each such right, power or remedy shall be cumulative.
16 This Agreement supersedes any prior agreements, arrangements, communications, representations and understandings between the parties and constitutes the entire agreement between the parties relating to the subject matter hereof. No addition to or modification of any provision of this Agreement shall be binding upon the parties unless made in writing, signed by a duly authorised representative of each of the parties.
17 Notwithstanding that the whole or any part of any provision of this Agreement may prove to be illegal or unenforceable, the other provisions of this Agreement and the remainder of the provision in question shall remain in the full force and effect.
18 Any dispute which arises out of or in connection with this Agreement shall be determined as follows:
(1) in the first instance, the parties shall attempt to settle the dispute by mediation in accordance with the Centre for Dispute Resolution ('CEDR') Model Mediation Procedure;
(2) except as provided in this clause, neither party may commence any Court proceedings in relation to any dispute until they have attempted to settle it by way of mediation and that mediation has duly taken place;
(3) a party may, exceptionally, institute Court proceedings before the dispute resolution procedure described herein has been exhausted, but only provided that such Court proceedings are:
(i) to avoid the expiry of any relevant limitation period; or
(ii) to preserve a superior position with respect to other creditors; or
(iii) in circumstances where immediate injunctive relief may be
appropriate, such as matters involving confidential information and/or
property rights;
(4) subject to the terms of this clause, the parties agree that this Agreement shall be governed by and construed in accordance with the laws of England and the parties hereby submit to the exclusive jurisdiction of the English Courts.
Continuing with the online registration and the selection of services will indicate acceptance of the terms in this agreement and such will be asked for in order to proceed with the online process.
