General Conditions

1. These Terms

1.1 Subject Matter of These General Terms and Conditions

These are the General Terms and Conditions under which we provide products and services to you.
A contract is entered into between Tublat Ltd and you, our customer, as identified in each order acceptance, and shall consist of these General Terms and Conditions, together with any schedules relating to specific products or services purchased from us, and any order acceptance (the “Contract”).
The Contract shall apply exclusively, to the exclusion of any other contractual terms, including any general terms and conditions that you may attempt to introduce or rely upon.

1.2 Why It Is Important to Read Them

Please read these General Terms and Conditions carefully before submitting an order to us.
They set out who we are, how we will provide the products and/or services, how you and we may amend or terminate the Contract, what to do if there is a problem, and other important information.
If you believe that there is an error in these General Terms and Conditions, please contact us to discuss it.
For details on how to contact us, please refer to clause 2.1.

1.3 Existence of Other Applicable Policies

These General Terms and Conditions refer to the following additional policies and documents, which also apply to your use of our website:

1.      Our Privacy Policy, which sets out the terms under which we process personal data collected from you or provided by you. By using our website, you warrant that all data you provide is accurate.

2.      Our Cookie Policy, which provides information about the cookies on our website.

3.      Our Data Processing Agreement (“DPA”) between you and Tublat Ltd, where applicable. By accepting these General Terms and Conditions, you also agree to the corresponding DPA. If you do not process personal data as a controller or processor, the DPA shall not apply.

1.4 Product-Specific Schedules

We also have various product-specific Schedules, available on our website.
You must ensure that you read the correct Schedule that applies to the product or services purchased.

1.5 Precedence

In the event of a conflict between the terms contained in a Schedule and those set out in these General Terms and Conditions, the provisions of the applicable Schedule shall prevail.

1.6 Business Customer or Consumer

In certain parts of these Terms, your rights vary depending on whether you are a Business Customer or a Consumer.
You are considered a Consumer if:

1.      You are a natural person; and

2.      You are purchasing products and/or services from us wholly or mainly for personal use (and not for purposes related to your trade, business, craft, or profession).

1.7 Graphic Distinction

Provisions applying only to Consumers are highlighted in red, while those applying only to Business Customers are highlighted in blue.

1.8 If You Are a Business Customer, This Contract Constitutes the Entire Agreement Between Us

The Contract constitutes the entire agreement between the parties in relation to the purchase.
You acknowledge that you have not relied on any statement, promise, representation, warranty, or assurance (other than any statutory warranties provided to Consumers) made by us or on our behalf that is not expressly set out in the Contract, and that you shall have no claim for any misrepresentation or negligent misstatement based on anything contained in the Contract.

1.9 Amendments to These Terms

We may amend or modify these General Terms and Conditions at any time and for any reason, by giving no less than twenty-one (21) days’ notice via post, email, and/or publication of the amendments on our website, specifying the effective date.
If the notice is sent by post or email, it shall be addressed to the most recent contact details provided by you.
Unless the amendment is required by legislative or regulatory provisions, if you do not wish to continue the service following such amendment, you may terminate the Contract without penalty by providing written notice, which must reach us no later than seven (7) days before the effective date of the amendment.
If we do not receive such notice before that date and/or if you continue to use the service after the effective date of the amendment, you shall be deemed to have accepted the amendments.

1.10 Bundled Services

It is important to note that if you purchase any of our services together as a bundle (for example, a package including both a domain name and an email service, rather than purchasing them separately), the termination of one part of the services may result in the termination of the entire bundle of services provided as part of that combined offer.

2. Information About Us and How to Contact Us

2.1 Who We Are

We are Tublat Ltd, a company registered in England.
Our company registration number is 16786049, and our registered office is located at 40 Bowling Green Lane, London, United Kingdom, EC1R 0NE.

2.2 How to Contact Us

You can contact us by:
• calling our customer service team at +44 20 3576 5845;
• using your Client Area, once your account has been set up; or
• writing to us at: 40 Bowling Green Lane, London, United Kingdom, EC1R 0NE.

2.3 How We May Contact You

If we need to contact you, we will do so by telephone, through the Client Area, or by writing to the email address or postal address provided when you placed your order.

2.4 “In Writing” Includes Emails

When we use the words “in writing” or “written” in these Terms, this includes communication made by email.

3. Our Contract with You

3.1 Placing the Order

Your order must be submitted to us via the Client Area, through our website, or through one of our Agents or Resellers.

3.2 How We Will Accept Your Order

Our acceptance of your order will take place when we confirm it, either by completing the procedure through the Client Area or by sending you an email confirmation.
At that point, a Contract will be formed between you and us.
Time shall not be of the essence in relation to the provision of products or services.

3.3 If We Cannot Accept Your Order

If we are unable to accept your order, we will inform you and refund any payment made for the product and/or service.
This may occur, for example, because:
• the product and/or service is unavailable;
• there are unexpected limits on our resources which could not reasonably have been foreseen;
• an error has been identified in the price or description of the product and/or service; or
• we are unable to meet a delivery deadline requested by you.

3.4 Right to Refuse Orders

We reserve the right to refuse any order for any reason.
In such case, we may notify you that the order will not be processed.
If the order has already been processed and you have made a payment after we have issued our refusal notice, any amounts paid will be fully refunded.

3.5 Order Number

We will assign an order identification number to each order, which will be communicated to you at the time of acceptance.
It is advisable that you quote this number whenever you contact us regarding your order.

4. Duration of the Contract

4.1 As Stated in Clause 3.2 Above

The Contract shall commence at the time we accept your order for the services, such acceptance being confirmed in writing by sending an email to the address provided in your account.
The Contract shall remain in force in accordance with the terms applicable to the specific service as set out in the Contract and for the entire subscription period relating to such services (as indicated from time to time on our website and confirmed in writing).

4.2 Subscription Expiry Reminder

At least four (4) weeks before the expiry of the applicable subscription period, we may send a reminder of the upcoming service expiry, using the most recent contact details provided by you in your account, taking into account your indicated communication preferences.
The provision of services shall automatically cease upon the subscription expiry date unless we receive payment for the renewal of the subscription period.
We shall not be liable for any failure to extend or renew a service if, after sending a renewal notice, we do not receive confirmation and payment from you, or if you fail to inform us of any changes to your contact details.

4.3 Early Termination

The Contract (and any related service subscription) may be terminated early by either party, in accordance with the provisions set out in these General Terms and Conditions.

5. Your Rights to Make Changes

5.1 Request for Changes by the User

If you wish to make a change to the products or services ordered, please contact us.
We will let you know whether the change is possible.
If the change is possible, we will inform you of:
• any variations to the price of the products and/or services;
• any changes to delivery or performance times; and
• any other necessary adjustments resulting from your change request,
and will ask you to confirm whether you wish to proceed.
If it is not possible to make the requested change, or if the consequences of such change are unacceptable to you, you may terminate the Contract (see Clause 10).

6. User Obligations

6.1 You Agree To:

1. Provide truthful, current, complete, and accurate information about yourself as required during the registration or service request process;
2. Maintain and update the information provided at the time of purchase so that it remains current, complete, and accurate; and
3. Ensure that the contact details provided are up to date and constitute a valid means of communication.

6.2 Reliance on Such Information

We rely on this information to send you important communications and notices related to your account and our services, such as:
• notices of upcoming expiry;
• renewal reminders for domain names or other services.

6.3 Failure to Renew Due to Outdated Contact Details

We shall not be liable for any failure to extend or renew a service or domain registration if you do not receive a renewal notice because you have failed to update your contact details.

6.4 Accuracy of Information Provided

You must ensure that all information provided is accurate, as we may not be able to correct any errors at a later stage.

6.5 User Representations and Warranties

You represent and warrant that you are capable of entering into a binding Contract, or that you are acting with express authorisation from a person or legal entity whose payment details are being used, and that such person or entity also agrees to be bound by the terms of the Contract.
You further agree to:

1. Notify us immediately upon becoming aware of any unauthorised use of our products or services;
2. Not use, or permit the use of, our products or services for any unlawful purpose, or for publishing, linking to, distributing, or displaying any illegal or inappropriate material (including pirated, obscene, threatening, harmful, defamatory, offensive content, content infringing third-party intellectual property rights, encouraging criminal acts, or containing viruses, worms, malware, Trojan horses, or any other malicious code) under English law, the law of your country of residence, or any other jurisdiction where such content may be accessible;
3. Comply with all applicable laws while using our products and services, including but not limited to:
• the Data Protection Act 2018 (where still applicable);
• the General Data Protection Regulation (GDPR) (EU) 2016/679;
• the Privacy and Electronic Communications Regulations 2003;
• the Computer Misuse Act 1990;
4. Not use, or permit the use of, our products or services for publishing or disseminating material that, in our sole discretion, may harm us, our affiliates, or our clients;
5. Comply with, and ensure that anyone using our products or services complies with, our Acceptable Use Policy;
6. Promptly observe any security policy or requirement communicated to you; and
7. Provide us promptly with any information or assistance reasonably requested.

6.6 User Responsibility

You acknowledge that you are solely responsible for all activities carried out and expenses incurred in relation to our products and services, even if performed under your username and password or otherwise in your name.
You also acknowledge that we shall not be liable for any loss of confidentiality or damage resulting from your failure to comply with the Contract.

6.7 No Obligation on Our Part to Train or Verify

You acknowledge that we are under no obligation to:

1. Train you, your employees, agents, or subcontractors on the use of the products or services provided;
2. Modify or in any way handle any material you wish to or actually publish on a website or system, or any communication sent via or in connection with the provided products or services; or
3. Check, validate, or edit such materials for usability, legality, content, or accuracy.

7. Additional Information on Personal Data

For further information regarding your personal data, please refer to our Privacy Policy.
The Privacy Policy specifies:
• what information we require from you; and
• how such information is used once provided.

8. Our Rights to Make Changes

8.1 Minor Changes to Products and Services

We may make changes to our products and services in the following circumstances:

1. To comply with changes in relevant laws or regulatory requirements; and
2. To implement minor adjustments or technical improvements, for example, to address security threats.

Such changes will not materially affect your use of the products or services.

8.2 More Significant Changes to Products, Services, and These Terms

In addition, as described in the product or service information on our website, we may make other substantial changes to these General Terms and Conditions or to the products and services we provide.
In such cases, we will give you prior notice of the changes.
You may then contact us to terminate the Contract before the changes take effect and receive a refund for any products or services paid for but not yet received.

9. Supply of Products and/or Services

9.1 When We Will Provide the Products and/or Services

During the order process, we will inform you of the period for which we will supply the products and/or services.
If the products consist of ongoing or subscription-based services, we will also inform you, during the order process, when and how you may terminate the Contract.
We will supply the services until:
• the services are completed; or
• the subscription expires (if applicable);
or until:
• you terminate the Contract as described in Clause 10; or
• we terminate it by giving you written notice as described in Clause 12.

9.2 We Are Not Responsible for Delays Outside Our Control

If our supply of products and/or services is delayed by an event beyond our control, we will contact you as soon as possible to inform you and take all reasonable steps to minimise the effect of the delay.
Provided that we do so, we will not be liable for delays caused by such events. However, if there is a risk of substantial delay, you may contact us to terminate the Contract and receive a refund for any products and/or services paid for but not received.

9.3 Routine Server Maintenance

To ensure optimal server performance, we must carry out regular maintenance operations.
Such operations may require the temporary disconnection of servers.
Where possible, maintenance will be performed during off-peak hours.
We will use our best efforts to notify you in advance of any maintenance resulting in service interruption by sending an email to your registered address or by posting a notice in the Client Area.
We will also make reasonable efforts to minimise interruptions.

9.4 Exceeding Maximum Quotas

We reserve the right to suspend the service if you exceed the maximum permitted quota, as previously communicated.

9.5 Consequences of Failure to Provide Required Information

We may require specific information from you in order to supply the products and/or services.
In such cases, we will inform you of what is needed.
If you do not provide the required information within a reasonable period of time, or if you provide incomplete or incorrect information, we may:
• terminate the Contract (in which case Clause 12 will apply); or
• charge an additional fee reflecting the extra work required.

We shall not be liable for delays or failure to supply the products and/or services if caused by your failure to provide the required information in a timely manner.

9.6 Reasons for Suspending the Supply of Products and/or Services

We may need to suspend the supply of a product and/or service in the following circumstances:

1. To resolve technical problems or implement minor technical changes;
2. To update the product and/or service to comply with changes in relevant laws or regulatory requirements;
3. To make changes to the product and/or service as requested by you or as notified by us under Clause 8.

9.7 Notices Relating to Suspension

We will use reasonable efforts to inform you promptly of any suspension and to limit disruptions, but we cannot guarantee that this will always be possible.
If the suspension of the supply of products and/or services exceeds twenty-eight (28) days, we will adjust the price so that you do not pay for the suspended period.
You may terminate the Contract for a product and/or service if the suspension, or the notice of suspension, continues for more than twenty-eight (28) days.
In such case, we will refund any sums paid in advance for the period after termination of the Contract.

9.8 Other Cases of Suspension

We may also suspend the supply of products and/or services in the following circumstances:

1. If you fail to make payment for the products and/or services when due (see Clause 15.6). In such case, supply will remain suspended until all outstanding amounts have been paid in full. We will notify you of the suspension and may charge interest on overdue payments;
2. If we are unable to verify your email and/or postal address, we may suspend the supply without any liability;
3. If a competent authority issues a binding order preventing us from providing products or services to you.

9.9 Restoration of Suspended Services

Where suspension of supply occurs under Clauses 9.6 or 9.8, we shall not be obliged to lift the suspension outside normal business hours until:
• all outstanding amounts have been paid in cleared funds; and
• you have accepted any revised payment terms reasonably required by us.

9.10 Data Backups

Unless otherwise stated, the services do not include the backup of your data.
You are solely responsible for backing up your own files and data, your internal network, and all equipment connected to the Internet.
In particular, it is your responsibility to ensure that your firewalls and antivirus systems are updated and suitable for your needs.

10. Your Rights to Terminate the Contract

10.1 You May Always Terminate the Contract with Us

Your rights to terminate the Contract depend on:
• what you have purchased;
• whether there is a problem with the product or service;
• how we are performing our obligations;
• when you decide to terminate the Contract; and
• whether you are acting as a consumer or as a business customer.

The main situations are:

1.      If the product or service purchased is faulty or not as described, you may have a legal right to terminate the Contract (or to have the service re-performed, or to receive a full or partial refund).
– See Clause 13 if you are a consumer, and Clause 14 if you are a business customer;

2.      If you wish to terminate the Contract for a reason related to something we have done or failed to do, see Clause 10.2;

3.      If you are a consumer and have simply changed your mind about the product and/or service, see Clause 10.3. You may be entitled to a refund if you are still within the cancellation period, although such refund may be subject to deductions;

4.      In all other cases (where there is no fault on our part and you are not a consumer exercising your right to change your mind), see Clause 10.5.

10.2 Termination of the Contract for Reasons Attributable to Us

If you terminate the Contract for one of the reasons set out below, the Contract will end immediately and you will be entitled to a full refund for any product and/or service not yet supplied.

The reasons are:

1.      There is a risk that the supply of the products and/or services may be subject to significant delays due to events beyond our control;

2.      We have suspended the supply of the products and/or services for technical reasons, or have notified you that we intend to suspend them for technical reasons, in either case for a period exceeding fourteen (14) days; or

3.      You have a legal right to terminate the Contract because of our breach.

10.3 Exercising the Consumer’s Right to Cancel (Consumer Contracts Regulations 2013)

If you are a consumer, you have a legal right to change your mind within 14 days (the “Cancellation Period”) and receive a refund.
These rights are governed by the Consumer Contracts Regulations 2013 and are explained in more detail in this Contract.
There is no cancellation period for the renewal of our products and services.

10.4 Consumer Withdrawal Relating to Domain Name Registrations

The consumer’s right to change their mind and receive a refund also applies after purchasing a domain name.
However, no cancellation period applies following the renewal of our products and services.
Due to the personalised nature of domain names, you should be aware that a registered domain name may not be immediately deleted from the relevant Registry, and that the deletion process is governed by the Registry itself.
A list of Registries and their respective extensions is available at the following address:
???? https://www.iana.org/domains/root/db

10.5 Termination of the Contract Without Fault and Without the Right to Change Your Mind

Even if there is no fault on our part and you are not a consumer exercising your right to change your mind (under Clause 10.1),
you may still terminate the Contract before it is completed, but you may be required to pay us compensation.

A Contract for the supply of services is deemed completed when:
• we have finished providing the service; and
• you have paid for it in full.

If you wish to terminate the Contract before completion, you must contact us (see Clause 2.2) to inform us of your decision.
The Contract will terminate immediately, and we will refund any sums paid for products and/or services not yet commenced.
However, we may deduct or charge an amount as compensation for the costs incurred due to early termination of the Contract.

For clarity, business customers are not entitled to any refund during the cancellation period.

10.6 Early Termination and Liquidated Damages

In the event of early termination of this Agreement by the Client, for reasons not attributable to Tublat Ltd and other than those provided by law for Consumers, the Client hereby acknowledges and agrees to pay Tublat Ltd an amount equal to twenty per cent (20%) of the contract value, as liquidated damages.

The Parties expressly acknowledge and agree that such amount:
• represents a genuine and reasonable pre-estimate of the economic loss that Tublat Ltd may suffer as a result of the early termination;
• covers, without limitation, setup costs, configuration expenses, licensing fees, dedicated resources, loss of operating margin, and commercial opportunities; and
• does not constitute a penalty, but rather a valid and enforceable pre-determination of loss under English law.

Payment of the liquidated damages shall be made within thirty (30) days from the effective date of termination, using the same payment method employed for the subscription of the Agreement, unless otherwise agreed in writing between the Parties.

Tublat Ltd reserves the right to suspend the performance of any services and to retain any amounts already paid by the Client until full settlement of the sums due under this clause.

11. Cancellation Instructions (Including for Consumers Who Have Changed Their Mind)

11.1 Cancellation Procedure

The cancellation process is as follows:

1.      To exercise the right of withdrawal, you must inform us at Tublat Ltd, 40 Bowling Green Ln, London EC1R 0NE, United Kingdom, of your decision to terminate the Contract by means of an explicit statement (for example, a letter sent by post or a secure ticket through your Client Area, which constitutes a secure form of communication with us similar to email).
The right of withdrawal cannot be exercised via social media or in person.

2.      You may also submit any other clear statement electronically through your Client Area.
In this case, we will promptly confirm receipt of your cancellation request by means of a ticket in the same Client Area.

3.      To meet the cancellation deadline, it is sufficient for you to send the communication regarding the exercise of your right of withdrawal before the cancellation period has expired.

11.2 Deductions from Refunds When Exercising the Right to Change Your Mind

If you exercise your right to change your mind:

1.      We may deduct from your refund an amount proportionate to the part of the service already supplied up to the time you notified us of your decision to withdraw.
The amount will be calculated in proportion to what has already been delivered in relation to the overall coverage of the Contract.

11.3 Timing of Refunds

We will make any refund due to you as soon as possible.
If you are a consumer exercising your right to change your mind, the refund will be made within fourteen (14) days from the date you informed us of your decision to withdraw.

12. Our Rights to Terminate the Contract

12.1 We May Terminate the Contract in Case of User Default

We may terminate the Contract relating to a product and/or service at any time by giving you written notice, if:

1.      You fail to make any payment due within the prescribed time limits;

2.      The provision of the service and/or any related additional services to you may, in our reasonable opinion, expose us to the risk of legal disputes or civil proceedings;

3.      You commit a serious or repeated breach of this Contract and, where such breach is capable of being remedied, you fail to do so within fifteen (15) days from the date of the first notice specifying the nature of the breach and requiring it to be remedied;

4.      We suspect that you are not authorised to use the payment method provided at the time of purchasing the products or services;

5.      You or your company become insolvent, declare bankruptcy, enter into an arrangement or composition with creditors, or are subject to the appointment of a receiver, administrator, or liquidator over all or part of your assets;

6.      We determine that your continued use of our products or services poses a security risk or a risk to the stability of our platform;

7.      You fail to provide, within a reasonable time after our request, any information necessary for the supply of the products or services; or

8.      You fail, within a reasonable time, to allow delivery or performance of the final products or services.

12.2 We May Cease the Supply of Products or Services

We may notify you in writing of our decision to permanently discontinue the supply of products and/or services.
In such event, we will provide an appropriate pro rata refund for the unused portion of the service at the time of cessation.

12.3 We May Suspend the Supply of Services

We may immediately suspend the supply of services by giving you written notice if:

1.      We have the right to terminate the Contract under Clause 12.1;

2.      We are required to comply with any order, instruction, or request from a governmental body, competent authority, or emergency organisation that affects our ability to provide the service; or

3.      We have reasonable grounds to believe that you will fail to make a payment due under the Contract.

12.4 Consequences of Contract Termination

You acknowledge that termination of the Contract, for any reason, will result in the cessation of all services provided by us, with all resulting consequences, including (but not limited to):
• deletion of hosting accounts;
• removal of email mailboxes; and
• loss of any data contained therein.

Without prejudice to any of our other rights or remedies, if you have failed to pay any amounts due, we reserve the right to permanently delete your data from our systems without any obligation to back up or retain such data.

13. In Case of Problems with Products and/or Services

13.1 How to Report a Problem

If you have any questions or complaints regarding our products and/or services, you may contact us by:
• calling our Customer Support Service at +44 20 3576 5845; or
• writing to Tublat Ltd, 40 Bowling Green Ln, London EC1R 0NE, United Kingdom; or
• submitting a secure ticket within your Client Area (which serves as a secure communication channel equivalent to email).

13.2 Summary of Your Legal Rights

If you are a Consumer, we are legally required to supply products and/or services that conform to this Contract.
The summary below sets out your key legal rights in relation to the products or services.
Nothing in these General Terms and Conditions affects those rights.

Summary of Key Consumer Legal Rights

This is a summary of your key legal rights as a Consumer.
These rights are subject to certain exceptions.
For detailed information, please visit the official Citizens Advice website:
???? https://www.citizensadvice.org.uk/
or call +44 20 3576 5845.

If the product purchased consists of services, the Consumer Rights Act 2015 provides that:
a) You may request that the service be repeated or corrected if it is not performed with reasonable care and skill, or obtain a refund if we are unable to correct it;
b) If no price has been agreed in advance, the amount charged must be reasonable;
c) If no completion time has been agreed in advance, the service must be performed within a reasonable time.

14. Business Customer Rights in Case of Defective Products or Services

14.1 Applicability

This Clause 14 applies only to business customers.

14.2 Limited Warranty

We warrant that, during the provision of the services and for a period of thirty (30) days following their completion (the “Warranty Period”):

1. the services will be performed with reasonable care and skill; and
2. any products supplied as part of the services will conform in all material respects to the description set out in the order acceptance.

14.3 Remedies for Defects

Subject to Clause 14.4, if you notify us in writing of any defect within the Warranty Period, we may, at our sole discretion:

1. remedy the defect by re-performing the services; or
2. provide a proportionate refund of the price paid for the affected product or service.

14.4 Warranty Exclusions

We shall not be liable for any failure of the services to comply with the warranty set out in Clause 14.2 in the following cases:

1. where the defect arises because you have provided incomplete or inaccurate information or instructions;
2. where the defect results from misuse, user error, or unauthorised modification of the service or product;
3. where the defect arises from your failure to cooperate in the performance of the service; or
4. where the defect is caused by external circumstances beyond our control (including but not limited to electrical failures, Internet network malfunctions, cyberattacks, or events of force majeure).

14.5 Limitation of Remedies

Except as expressly provided elsewhere in this Contract, this Clause 14 sets out your sole and exclusive remedy in respect of defective products or services supplied under this Contract, and constitutes our entire liability in relation to such matters.

15. Price and Payment

15.1 Where to Find the Price of the Product and/or Service

The price of the products and/or services (excluding VAT, where applicable) will be stated:
• on the relevant product or service page on our website; or
• in our order confirmation sent to you.

We will use all reasonable efforts to ensure that the prices shown are correct at the time of publication.

15.2 What Happens If the Price Shown Is Incorrect

Despite our best efforts, it is possible that some products or services may be listed at an incorrect price.
• Where the pricing error is obvious and unmistakable, we will not be obliged to supply the product or service at the incorrect price.
• If you have already paid, you will be refunded the difference or, if you prefer, you may terminate the Contract and receive a full refund.

15.3 When and How Payment Must Be Made

1. Payment must be made at the time of ordering, unless otherwise specified.
2. We accept various electronic payment methods, as indicated on our website.
3. Any service will be activated only after payment has been received.
4. In the case of recurring payments, you expressly authorise Tublat Ltd to automatically renew the services at the relevant renewal dates by charging the registered payment method.

15.4 Price Changes

We may change the prices of products or services at any time.
However, such changes will not apply retrospectively: the price payable will be the one valid on the date of order confirmation.
For subscription-based or renewable services, any price changes will be communicated at least thirty (30) days in advance, and you will have the right to cancel the renewal before the new price takes effect.

15.5 Taxes and VAT

All prices listed on our website exclude Value Added Tax (VAT), where applicable, unless otherwise stated.
If the VAT rate changes between the date of your order and the date of supply, we will adjust the VAT amount accordingly, unless you have already paid in full before the change.

15.6 What Happens If You Do Not Pay When Due

1. If you fail to make payment when due, we may suspend the supply of products or services until payment has been received in full.
2. Interest on late payments will accrue automatically from the day after the due date, in accordance with the Late Payment of Commercial Debts (Interest) Act 1998, at a rate of 8% per annum above the Bank of England base rate.
3. We may also charge a reasonable administrative fee for each reminder notice sent, in compliance with applicable law.
4. If payment is not received within fourteen (14) days from the first reminder, we may terminate the Contract immediately, without any further obligations towards you.

15.7 No Right of Set-Off

You may not set off any amount owed to us against any claim you may have against us, unless you have a legal right of set-off or we have agreed to it in writing.

16. Intellectual Property Rights

16.1 Ownership of Intellectual Property Rights

All intellectual property rights relating to the products and/or services, including but not limited to:
• software,
• documentation,
• know-how,
• support materials,
• designs, logos, images, texts, scripts, databases, and any other content,
shall be and remain the exclusive property of Tublat Ltd or its respective licensors.

16.2 No Transfer of Intellectual Property Rights

The supply of products and/or services does not imply any transfer of intellectual property rights to you,
except as expressly provided for in this Contract or in a separate written agreement between the parties.

You are granted only a limited, non-exclusive, non-transferable, and non-sublicensable right to use the products and/or services for the duration of the Contract, solely for the purposes for which they were supplied.

16.3 User Obligations Regarding Intellectual Property

You agree not to copy, modify, reproduce, decode, decompile, or disassemble, in whole or in part, any product, software, script, or component provided, except to the extent permitted by law.

You further agree that you will:

1. Not remove or alter any copyright notices, trademarks, or other proprietary markings;
2. Not use our trademarks, logos, or distinctive signs without prior written authorisation;
3. Ensure that any content provided by you does not infringe the intellectual property rights of any third party.

16.4 Liability for Third-Party Rights Infringement

You are solely responsible for any content, data, image, text, or material uploaded, published, or transmitted through our services.
In the event of any infringement of third-party intellectual property rights arising from such content, you shall indemnify and hold harmless Tublat Ltd from and against any claim, damage, cost, or expense (including reasonable legal fees) incurred as a result of such infringement.

16.5 Our Warranties and Limitations

We warrant that, to the extent within our control, the use of our products and/or services will not infringe the intellectual property rights of any third party.
However, we shall not be liable to you for any third-party claims arising from:
• your misuse or non-compliant use of the services;
• your modification or combination of our software or services with products, software, or data not supplied by us; or
• your use of the products or services for unlawful purposes or in breach of these General Terms and Conditions.

17. Confidentiality

17.1 Confidentiality Obligation

Each party (we and you) agrees to keep strictly confidential all Confidential Information of the other party and not to disclose it to any third party, except as expressly permitted by this Contract.

“Confidential Information” means all information—whether oral, written, electronic, or otherwise—received by one party from the other, including, without limitation:
• business, financial, or technical information;
• know-how;
• customer or supplier lists;
• personal data;
• designs, plans, specifications, or software; and
• any other information marked as “confidential” or that, by its nature, should reasonably be regarded as confidential.

17.2 Exceptions to the Duty of Confidentiality

The obligation of confidentiality shall not apply to information that:

1. is or becomes public knowledge (other than as a result of unauthorised disclosure);
2. was lawfully in the receiving party’s possession prior to disclosure;
3. is lawfully received from a third party not bound by any duty of confidentiality;
4. is independently developed by the receiving party without use of or reference to the disclosing party’s confidential information; or
5. must be disclosed by law, by order of a court, or by a competent authority, provided that—where permitted—the disclosing party gives prior notice to the other party to allow it to seek appropriate protective measures.

17.3 Limited Use of Confidential Information

Each party may use the other party’s confidential information only for the purpose of performing this Contract and not for its own benefit or that of any third party.

17.4 Disclosure to Employees or Advisers

Each party may disclose confidential information to its:
• employees,
• legal or tax advisers,
• technical consultants, or
• subcontractors,
provided that such persons are bound by confidentiality obligations equivalent to those set out in this Contract.

17.5 Duration of the Confidentiality Obligation

The confidentiality obligations set out in this Clause shall continue to apply after termination or expiry of the Contract for a period of five (5) years from the date of termination, except for commercially sensitive information, which shall remain confidential indefinitely.

18. Limitation of Liability

18.1 General Principle

Except as otherwise expressly provided in this Contract, the total liability of Tublat Ltd to you, whether in contract, tort (including negligence) or otherwise, arising out of or in connection with the supply of products and/or services under this Contract, shall be limited in accordance with the provisions set out below.

18.2 Exclusion of Liability for Certain Types of Damage

Subject to any mandatory provisions of law, we shall in no event be liable to you for:

1. loss or corruption of data, information, or digital content;
2. loss of profits, revenues, contracts, or anticipated savings;
3. loss of business opportunities, goodwill, or reputation;
4. business interruption or loss of earnings;
5. indirect, consequential, special, or punitive damages of any kind, even if such losses or damages were foreseeable or brought to our attention.

18.3 Maximum Liability Cap

Subject to Clause 18.4, our total aggregate liability to you, arising out of or in connection with this Contract, shall in no event exceed the total amount equal to the annual fee paid by you for the services giving rise to the claim, up to a maximum of five thousand euros (€5,000.00).

18.4 Liability Not Excluded

Nothing in this Contract shall exclude or limit our liability where such exclusion or limitation is prohibited by law, including but not limited to liability for:

1. death or personal injury caused by our negligence or that of our employees, agents, or subcontractors;
2. fraud or fraudulent misrepresentation;
3. breach of your statutory rights as a consumer, where and to the extent applicable.

18.5 User’s Responsibility

You acknowledge and agree that you are solely responsible for:

1. the proper use of the products and/or services;
2. adequately protecting your systems, data, and networks through firewalls, backups, and antivirus software;
3. any content or information transmitted or stored through our services; and
4. any damage or loss arising from misuse, unauthorised use, or unlawful use of the products or services supplied.

18.6 No Third-Party Rights

You acknowledge that no third party shall have any rights in connection with this Contract.
No person other than the parties hereto shall have the right to enforce or derive any benefit from this agreement, except as required by mandatory law.

18.7 Survival

The provisions of this limitation of liability clause shall survive the termination or expiry of the Contract, regardless of the reason for such termination.

19. Hardware and Software

19.1 Supply of Hardware or Software

Where the services include the supply of hardware or software, the use of such items shall be granted to you under a licence to use, and, unless otherwise specified in the applicable service terms, ownership of the hardware and/or software shall not transfer to you at any time.
Ownership shall remain at all times with Tublat Ltd and/or its suppliers or licensors.

19.2 Return of Hardware Upon Termination of the Contract

Upon termination of this Contract for any reason, you shall, at your own expense, return any hardware supplied to the provider in accordance with the return procedure indicated by us, within no more than seven (7) days from the termination date.
If you fail to return the hardware within this period, you shall be required to pay us the residual book value of the unreturned item, calculated on a right-down over three (3) years depreciation basis.
Such amount may be withheld from any credit owed to you or invoiced separately.

19.3 Usage Obligations

You agree to use the hardware and software solely:
• in accordance with our written instructions; and
• in compliance with the licences of use relating thereto.

You are strictly prohibited, unless expressly authorised in writing, from modifying, altering, disassembling, decompiling, or tampering in any way with the hardware or software supplied.

19.4 User’s Responsibility

You shall be liable for any damage resulting from misuse, alteration, or tampering with the hardware or software, and you agree to indemnify and hold us harmless from any financial, technical, or legal consequences arising from such conduct.

20. Other Important Terms

20.1 Our Right to Transfer This Contract

We may assign or transfer our rights and obligations under this Contract to another organisation.
In such a case, we will notify you in writing and ensure that the transfer will not affect your rights under the Contract.

20.2 User’s Prohibition on Assignment or Sub-licensing

You may not assign, transfer, subcontract, or sub-license this Contract or any of the services arising from it, in whole or in part, without our prior written consent.

20.3 No Third-Party Rights

This Contract is entered into solely between us and you.
No third party shall have any right to claim or enforce any provision of this Contract, except as may be required by mandatory law.

20.4 Severability Clause

Each paragraph of this Contract operates independently.
If any provision is found by a court or competent authority to be unlawful or invalid, the remaining provisions shall remain in full force and effect.

20.5 Failure to Enforce Rights

If we do not immediately insist that you perform your obligations under this Contract, or if we delay taking action in the event of your breach, this shall not constitute a waiver of our rights.
We may still enforce our rights at a later date.
For example, if you fail to make a payment and we continue to provide the services without immediately requesting payment, we may still require you to pay at a later time.

20.6 Governing Law and Jurisdiction

This Contract shall be governed by and construed in accordance with the laws of England.
Any dispute arising out of or in connection with the interpretation, performance, or validity of this Contract shall be subject to the exclusive jurisdiction of the courts of London, England.
The parties expressly waive any objection to an alternative forum or lack of territorial jurisdiction and agree to submit all disputes to the exclusive jurisdiction of the London courts.

20.7 Complaints and Dispute Resolution

If you are dissatisfied with our products or services, you may consult our Code of Practice.
If we are unable to resolve your complaint, it may be referred to the Online Dispute Resolution (ODR) platform managed by the European Commission, available at: http://ec.europa.eu/consumers/odr.
If you wish to use this service, you may also contact us at hello@tublat.com.

20.8 Indemnity for Breach of Contract

In the event of a breach of this Contract, you agree to indemnify and hold us fully harmless from and against any liability, cost, damage, or expense (including legal fees) incurred by us.
This indemnity shall, in particular, cover any loss or damage arising from:

1.      third-party claims for infringement of intellectual property rights relating to content provided or used by you;

2.      violations, whether intentional or unintentional, of third-party rights;

3.      misuse or unlawful use of the services;

4.      failures or malfunctions of equipment or software owned or used by you, other than hardware supplied by us;

5.      breach of the Contract, negligence, or improper use of our products or services.

21. Communications and Notices

21.1 Method of Sending Communications

All communications or notices required to be sent by either party in connection with this Contract shall be made as follows:

a) Communications Sent by You to Us

You must send your communications:

1.      via a support request (ticket) submitted through your Client Area; or

2.      in writing by first-class registered post addressed to:
Tublat Ltd, 40 Bowling Green Ln, London EC1R 0NE, United Kingdom.

b) Communications Sent by Us to You

We may send communications to you:

1.      by email to the address registered in your Client Area; or

2.      by ordinary or registered post to the postal address registered in the same Client Area.

All communications will be sent to the most up-to-date contact details provided by you, in accordance with Clause 6 (User Obligations).

21.2 Presumption of Receipt of Communications

Unless proven otherwise, communications shall be deemed to have been received as follows:

1.      By email: on the day of sending;

2.      By first- or second-class post: three (3) business days after the date of posting.

21.3 When Communications from You Are Deemed Received by Us

Any communication sent by you:
• via a ticket in the Client Area, or
• by registered post,
shall be considered received and accepted only when:

1.      we send an explicit written confirmation of receipt by email (an automatic reply shall not constitute confirmation); or

2.      it is signed for upon receipt by us, in the case of registered post.

22. Force Majeure

22.1 Definition of Force Majeure Event

A Force Majeure Event means any event or circumstance beyond the reasonable control of either party that prevents, hinders, or delays the performance of its obligations under this Contract.

Such events include, but are not limited to:
• failures or malfunctions of Internet, data, electricity, or telecommunications infrastructure and networks;
• large-scale cyberattacks, cybercrime, network attacks, (D)DoS or similar incidents;
• power outages;
• defects in goods or software required or supplied by the client;
• natural events such as lightning, fire, earthquakes, floods, or other natural disasters;
• civil unrest, riots, strikes, lockouts, or other industrial disturbances;
• acts or measures of government;
• mobilisations, wars, or terrorist attacks;
• transport blockages, supply chain crises, or unavailability of personnel (including due to illness, epidemics, or pandemics);
• import or export barriers relating to goods or services.

22.2 Effects of a Force Majeure Event

A party affected by a Force Majeure Event shall not be deemed in breach of its obligations under this Contract, nor be liable for any delay or failure to perform, to the extent that such delay or failure is directly caused by the Force Majeure Event.
The time for performance shall be extended for such period as is reasonably necessary to overcome the effects of the event.

However, this clause shall not release either party from the obligation to pay any amounts due under the Contract.

22.3 Duration and Right of Termination

If a Force Majeure Event continues uninterrupted for more than one (1) month from its commencement, the other party may give written notice of termination of the Contract to the affected party.
The notice shall specify a termination date no earlier than seven (7) days from the date of the notice.
Once validly notified, the Contract shall be deemed terminated on the date specified in the termination notice.

23. Sanctions

23.1 Applicability of Export Controls and Restrictions

The services described in these General Terms and Conditions may be subject to export control laws, restrictions, and regulations in force in the United Kingdom.
Accordingly, our services may not be re-exported, sold, transferred, or otherwise used to provide services to or through countries subject to embargo (“Embargoed Countries”), or to citizens or residents of such countries.

An updated list of embargoed states is available at the official UK Government website:
https://www.gov.uk/guidance/current-arms-embargoes-and-other-restrictions

23.2 User’s Responsibility in Case of Prohibited Use

If you or your end customers use or access the services in violation of the regulations established by the UK Government, sole responsibility shall rest with you.
You agree to ensure full compliance with all applicable laws and regulations, including, but not limited to, UK export and import control laws and regulations.

23.3 User Warranties

You represent and warrant that:

1.      No content, data, or information obtained or transmitted through the use of the services shall be used for unlawful or harmful purposes, including, without limitation:
 • prohibited activities,
 • supplies, or
 • services listed in resolutions or directives issued by the UK Government,
 unless expressly authorised in advance by a competent governmental authority.

2.      You further agree to ensure that your end customers fully comply with all applicable laws and regulations regarding sanctions, export controls, and international security.