TERMS & CONDITIONS Page 2
6. Limitation of Liability
15.1 Systems Together Ltd accepts no liability for any direct or indirect loss or damage, foreseeable or otherwise, including any indirect, consequential, special or exemplary damages arising out of our breach of these terms and conditions shall be limited to the value of the User’s subscription prevailing at the relevant time. For all other direct or indirect loss or damage, foreseeable or otherwise, including any indirect, consequential, special or exemplary damages arising from the use of the Website, the Services or any information contained therein, to the maximum extent permitted by law, Systems Together Ltd accepts no liability. Users should be aware that they use the Website, the Services and all relevant Content at their own risk.
15.2 Nothing in these terms and conditions excludes or restricts Systems Together Ltd liability for death or personal injury resulting from any negligence or fraud on the part of Systems Together Ltd
16. Term and Termination
16.1 The term of the Agreement shall commence upon the User’s acceptance of these terms and conditions and shall continue until terminated either by the User or by Systems Together Ltd in accordance with this Clause 16.
16.2 If a User wishes to terminate the Agreement they may do so by:
16.2.1 Closing their Account; [and / or]
16.2.2 Informing Systems Together Ltd in writing that they wish to terminate this Agreement.
16.3 Systems Together Ltd reserves the right to terminate the Agreement, a User’s Account and a User’s access to the Services at any time for the following reasons:
16.3.1 The User has committed a material breach of these terms and conditions, unless such breach is capable of remedy, in which case the right to terminate immediately will be exercisable if the User fails to remedy the breach within 14 days after a written notice to do so;
16.3.2 The User has indicated, expressly or impliedly, that they do not intend to or are unable to comply with these terms and conditions;
16.3.3 Systems Together Ltd is required to do so by law;
16.3.4 It has become, in the opinion of Systems Together Ltd, its affiliates or advisers, no longer commercially viable to continue providing the Services;
16.3.5 Systems Together Ltd is no longer providing the Services in the User’s country of residence;
16.4 If Systems Together Ltd terminates a User’s Account as a result of the User’s breach of these terms and conditions the User will not be entitled to any refund.
16.5 If Systems Together Ltd terminates a User’s Account or subscription for any other reason, the User will [not] be refunded any remaining balance of their Subscription Fee. [Such a r
refund will be calculated based upon the fee being divided by the number of days in the applicable Subscription Period and multiplied by the number of days remaining until the end of the Subscription Period.]
16.6 In the event that Systems Together Ltd terminates a User’s Account or subscription, the User will cease to have access to the Services from the date of termination.
16.7 If the User terminates their Account or subscription, they will continue to have access to the Services for the remainder of the prevailing Subscription Period, termination becoming effective at the end of that Subscription Period.
16.8 In the event that the Agreement is terminated, the User’s Account will be closed and their access to the Services suspended in accordance with sub-Clauses 16.6 and 16.7. Any Content that the User has submitted or created will become inaccessible to all Users from the date on which the Services become inaccessible, however copies may be retained by Systems Together Ltd as part of standard backup procedures.
16.9 Upon termination of the Agreement, the User shall cease to be bound by all obligations set out in these terms and conditions with the exception of those expressly stated to survive the termination of the Agreement.
17. No Waiver
In the event that either the User or Systems Together Ltd fails to exercise any right or remedy contained in these terms and conditions, this shall not be construed as a waiver of that right or remedy.
18. Assignment
Users may not assign, transfer, sub-contract, or in any other manner make over to any third party the benefit and/or burden of this Agreement without the prior written consent of Systems Together Ltd, such consent not to be unreasonably withheld.
19. Severance
Whilst every effort has been made to ensure that these terms and conditions adhere strictly with the relevant provisions of the Unfair Contract Terms Act 1977, in the event that any of these terms are found to be unlawful, invalid or otherwise unenforceable, that term is to be deemed severed from these terms and conditions and shall not affect the validity and enforceability of the remaining terms and conditions. This term shall apply only within jurisdictions where a particular term is illegal.
20. Entire Agreement
These terms and conditions embody and set forth the entire Agreement and understanding between the Parties and supersede all prior oral or written agreements, understandings or arrangements relating to the subject matter of the Agreement. Neither the User nor Systems Together Ltd shall be entitled to rely on any agreement, understanding or arrangement not expressly set forth in these terms and conditions, save for any representation made fraudulently.
21. Notices
All notices / communications shall be sent to and by Systems Together Ltd either by post to our premises (Customer Services Systems Together Ltd, 12 Mayfield Avenue Southend on Sea Essex SS2 6NZ England or by email to admin@systemstogether.com Such notice will be deemed received 3 days after posting if sent by first class post, the day of sending if the email is received in full on a business day and on the next business day if the email is sent on a weekend or public holiday.
22. Law and Jurisdiction
22.1 These terms and conditions, the Agreement and all other aspects of the relationship between the User and Systems Together Ltd shall be governed by and construed in accordance with the Laws of England and Wales.
22.2 Any dispute between the User and Systems Together Ltd relating to these terms and conditions, the Agreement and all other aspects of the relationship shall fall within the [non-]exclusive jurisdiction of the courts of England and Wales.
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