actinic cover
terms & conditions
The Agreement (“this Agreement”) governs the provision of software support services between Actinic Software Limited (“Actinic”) and any End-user who agrees to its terms (“you”) (together “the parties”).
DEFINITIONS
“Actinic Product” means the current release of Actinic Catalog and Actinic Business software or its immediate predecessor;
“End-user” means an individual or company licensed to use an Actinic Product under an End-user Agreement;
“End-user Agreement” means the software licence agreement between Actinic and an End-user set out in the relevant Actinic Product as amended from time to time.
“Actinic Hosting Terms of Service” means the agreement for using the Actinic Hosting service.
All capitalised terms shall have the same meaning given to them in the relevant End-user Agreement in this Agreement, unless specifically defined in this Agreement.
SUPPORT
Actinic will provide telephone and email technical support in response to your enquiries relating to: 1) installation of the Actinic Product; 2) basic functionality of the Actinic Product as described in the Software Documentation supplied with the Actinic Product; and 3) installation of upgrades to the Actinic Product (“Support”).
You acknowledge that due to the multiple hardware and software environments into which the Actinic Product may be put, Actinic cannot guarantee that every enquiry or connectivity issues between third party services, service providers, hardware or software will be resolved. Subject to and in accordance with the terms of this Agreement, Actinic’s sole support obligation is to provide reasonable and good faith efforts to resolve your enquiries arising from your use of the Actinic Product in accordance with the Software Documentation. Support calls may be recorded to maintain quality of service and for training purposes.
SUPPORT AVAILABILITY
Actinic will provide support on weekdays between the hours of 9.00am and 5.00pm (support centre local time) for a period of 12 months from the date you accept this Agreement, unless terminated earlier or extended in accordance with its terms (the “Term”). Actinic will not provide support on public holidays or where it reasonably determines (in its sole discretion) that systems and server maintenance is necessary. Actinic reserves the right to limit each telephone call to one single support issue or question and a duration of thirty minutes (an “Incident”).
WHERE SUPPORT WILL NOT BE PROVIDED
Actinic may not provide Support where it reasonably determines (in its sole discretion) that: 1) your enquiries relate to business practice, application consulting or training; 2) your use of the Actinic Product is outside that set out in the Software Documentation; 3) your use of the Support is excessive and unreasonable; 4) your use of the Support is abusive or fraudulent; 5) you are using the Actinic Product for the sale of goods or services that are illegal, obscene, offensive or distasteful site; 6) you are not using the current release of the Actinic Product or is immediate predecessor; or 7) you have breached the End-user Agreement.
ACTINIC PRODUCT UPGRADES
During the Term, you will be entitled to all software upgrades for the relevant Actinic Products licensed to you without further charge. In the event that you purchase an upgrade from one Actinic Product to another (for example, Actinic Catalog to Actinic Business) but do not elect to pay any further Fees necessary to upgrade the Support under this Agreement to match the upgraded Actinic Product, this Agreement will terminate. You will be entitled to a refund of a proportion of the Fees attributable to the unexpired complete months before the end of the Term.
ACTINIC HOSTING
During the term you will be entitled to use the Actinic Hosting for a total period of up to 60 days should your existing hosting supplier go out of commission or experience service issues. Use of Actinic Hosting is subject to a separate agreement; Actinic Hosting Terms of Service. Actinic reserves the right to limit the number of separate occasions that the hosting service is used during the term.
PAYMENT
Payment of the published fees shall be made annually in advance by credit card or cheque or by 12 monthly direct debit payments. For the avoidance of doubt, Actinic shall have no obligations under this Agreement until it has received cleared funds, or a direct debit mandate, to cover the published fees (for that 12 month period) of the Actinic Cover support package relating to the relevant Actinic Product.
REFUNDS/RIGHTS TO WITHDRAW
You may cancel this Agreement without cause during the first 30 days from the date you accept this Agreement, subject to the following charges:
where you have not used the Support, Actinic will refund the Price, less a £25 (+ VAT) cancellation charge; or where you have used the Support, Actinic will refund the Price, less a £25 (+ VAT) cancellation charge and £25 per incident; or where you have received an upgrade, Actinic will refund the price, less the cost (+ VAT) of the upgrade at the published price.
RENEWAL OF AGREEMENT
This agreement will be renewed on the day following the last day of the Term for further 12 month periods unless you indicate your desire to terminate this agreement in writing at least 14 days prior to the last day of the Term
VARIATION AND TERMINATION
Actinic may vary the terms of this Agreement relating to Payment and Support on one month’s written notice by email to the email address given on registration. Whenever such notice is given you shall have the right to terminate this Agreement if you have notified Actinic in writing of your intention to terminate before the end of the notice period.
Except as set out above, no amendment or variation shall take effect unless it is in writing and signed by an authorised representative of each of the parties.
Without prejudice to any other rights, Actinic may terminate this Agreement if you fail to comply with the terms and conditions of this Agreement or the End-user Agreement or if you suffer any form of insolvency or administration.
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