YorkMix Media Ltd

General Terms & Conditions 01-11-2016

1 Price Variation

Estimates are based on YorkMix Media’s current costs of production and, unless otherwise agreed, are subject to amendment on or at any time after acceptance to meet any rise or fall in such costs.

2 Tax

Except in the case of a customer who is not contracting in the course of a business nor holding himself out as doing so, YorkMix Media reserves the right to charge the amount of any value added tax payable whether or not included on the estimate or invoice.

3 Preliminary Work

All work carried out, whether experimentally or otherwise, at customer’s request shall be charged. A charge may also be made to cover any additional work involved where copy supplied is not clear and legible.

4 Proofs

Proofs of all work may be submitted for customer’s approval and YorkMix Media shall incur no liability for any errors not corrected by the customer in proofs so submitted. Customer’s alterations and additional proofs necessitated thereby may be charged extra. When style, type or layout is left to YorkMix Media’s judgement, changes therefrom made by the customer may be charged extra. YorkMix Media shall be under no liability for error if it is authorised by the customer to proceed to print without proof or if alterations are made verbally.

5 Delivery and payment

5.1 delivery of all work shall be accepted when tendered and thereupon or, if earlier, on notification that the work has been completed the ownership shall pass and payment shall become due

5.2 unless otherwise specified the price quoted is for delivery of the work to the customer’s address as set out in the estimate. A charge may be made to cover any extra costs involved for delivery to a different address

5.3 should expedited delivery be agreed on extra may be charged to cover any overtime or any other additional costs involved

5.4 should work be suspended at the request of or delayed through any default of the customer for a period of 30 days YorkMix Media shall then be entitled to payment for work already carried out, materials specially ordered and other additional cost including storage

5.5 YorkMix Media shall not be liable for any loss to the customer arising from delay in transit not caused by YorkMix Media.

6 Variations in print quantity

Every endeavour will be made to deliver the correct quantity ordered, but estimates are conditional upon margins of 5 percent being allowed for overs or shortage (8 percent for quantities exceeding 50,000) the same to be charged or deducted. YorkMix Media will not be held responsible for the quality of any print sourced by the customer.

7 Variations in print colour

Due to the nature of the printing process, colour consistency and matching cannot be guaranteed.

8 Claims

Advice of damage, delay or partial loss of goods in transit or of non- delivery must be given in writing to YorkMix Media and the carrier within three clear days of delivery (or, in the case of non-delivery, within 28 days of despatch of the goods) and any claim in respect thereof must be made in writing to YorkMix Media and the carrier within seven clear days of delivery (or, in the case of non-delivery within 42 days of despatch). All other claims must be made in writing to YorkMix Media within 28 days of delivery. YorkMix Media shall not be liable in respect of any claim unless aforementioned requirements have been complied with except in any particular case where the customer proves that;

(a) it was not possible to comply with the requirements and

(b) advice (where required) was given and the claim made as soon as reasonably possible.

9 Standing Material

9.1 materials owned by YorkMix Media and used by it in production, electronically stored data prepared by YorkMix Media, along with materials, negatives, positives, plates and the like shall remain its exclusive property. Such items when supplied by the customer shall remain the customer’s property

9.2 all work may be effaced immediately after the order is executed unless written arrangements are made to the contrary. In the later event, rent may be charged.

10 Customer’s property

10.1 except in the case of a customer who is not contracting in the course of a business nor holding himself out as doing so, customer’s property and all property supplied to YorkMix Media by or on behalf of the customer shall while it is in the possession of YorkMix Media or in transit to or from the customer be deemed to be at customer’s risk unless otherwise agreed and the customer should insure accordingly.

10.2 YorkMix Media shall be entitled to make a reasonable charge for the storage of any customer’s property left with it before receipt of the order or after notification to the customer of completion of the work.

11 Materials supplied by the customer

11.1 YorkMix Media may reject any paper, plates or other materials supplied or specified by the customer which appear to it to be unsuitable. Additional costs incurred if materials are found to be unsuitable during production may be charged except that if the whole or any part of such additional cost should have been avoided but for unreasonable delay by YorkMix Media ascertaining the unsuitability of the materials then that amount shall not be charged to the customer

11.2 where materials are so supplied or specified, YorkMix Media will take every care to secure the best results, but responsibility will not be accepted for imperfect work caused by defects in or unsuitability of materials so supplied or specified

11.3 quantities of materials supplied shall be adequate to cover normal spoilage.

12 Insolvency

If the customer ceases to pay his debts in the ordinary course of business or cannot pay his debts as they become due or being a company is deemed to be unable to pay its debts or has a winding- up petition issued against it or being a person commits an act of bankruptcy or has a bankruptcy petition issued against him, YorkMix Media without prejudice to other remedies shall

(a) have the right not to proceed further with the contract or any other work for the customer and be entitled to charge for work already carried out (whether completed or not) and materials purchased for the customer, such charge to be an immediate debt due to it and,

(b) in respect of all unpaid debts due from the customer have a general lien on all goods and propriety in its possession (whether worked or not) and shall be entitled on the expiration of 14 days’ notice to dispose of such goods or property in such manner and at such price as it thinks fit and to apply the proceeds toward such debts.

13 Illegal matter

13.1 YorkMix Media shall not be required to print any matter which in its opinion is or may be of an illegal or libellous nature or an infringement of the proprietary or other rights of any third party

13.2 YorkMix Media shall be indemnified by the customer in respect of any claims, costs and expenses arising out of any libellous matter or any infringement of copyright, patent, design or of any other proprietary or personal rights contained in any material printed for the customer. The indemnity shall extend to any amounts paid on a lawyer’s advice in settlement of any claim.

14 Periodical publications

A contract for the printing of a periodical publication may not be terminated by either party unless 13 weeks’ notice in writing is given in the case of periodicals produced monthly or more frequently, 26 weeks notice in writing is given in the case of other periodicals. Notice may be given at any time but wherever possible should be given after completion of work on any one issue. Nevertheless YorkMix Media may terminate any such contract forthwith should any sum due thereunder remain unpaid.

15 Force majeure

YorkMix Media shall be under no liability if it shall be unable to carry out any provision of the contract for any reason beyond his control including (without limiting the foregoing) Act of God, legislation, war, fire, flood, drought, failure of power supply, lock-out, strike or other action taken by employees in contemplation or furtherance of a dispute or owing to any inability to procure materials required for the performance of the contract. During the continuance of such a contingency the customer may by written notice to YorkMix Media elect to terminate the contract and pay for work done and materials used, but subject thereto shall otherwise accept delivery when available.

16 Payment

16.1 Subject to any terms of payment stated in the quotation or tender or otherwise agreed in writing, all accounts shall be paid net at YorkMix Media’s offices on or within 15 days of date of invoice. Cheques and money orders shall be made payable to or to the order of YorkMix Media. Only YorkMix Media’s official receipts issued from its offices will be treated as valid

16.2 At YorkMix Media’s total discretion interest and compensation on outstanding invoices will be charged either in accordance with The Late Payment of Commercial Debts Regulations 2002 or at the rate of 5% above the base rate of Barclays Bank at the date of invoice and/or completion of the contract on the remaining balance of all invoices which are overdue for a period in excess of 30 days.

16.3 not withstanding Condition 17 YorkMix Media shall, without prejudice to its other rights, have the right by notice in writing to the customer to demand immediate payment of all monies due from the customer to YorkMix Media for any goods delivered at whatever time.

17 Law

These conditions and all other express terms of the contract shall be governed and construed in accordance with the laws of England.


Web Terms & Conditions 01-11-2016

1 General

1.1 These terms and conditions together with any Quotation and Site Specification given to the customer form the contract between YorkMix Media Ltd. “YorkMix Media” and the customer. These terms supersede any prior verbal agreement. Any deviation from these terms must be agreed in writing on the order form.

1.2 YorkMix Media is not responsible for the performance of third party services that are introduced to the customer.

1.3 The customer agrees that YorkMix Media can use the customer’s company name in its own customer list. If the customer does not wish to appear on the YorkMix Media customer list, YorkMix Media will remove them at the customer’s request.

1.4 The customer agrees to credit YorkMix Media in the footer of every page of their site by displaying a text hyperlink back to the YorkMix Media website.

2 Duties

2.1 The customer’s signature on the quotation order form is evidence that it will:

(a) Provide all data reasonably required by YorkMix Media to complete the contract within a reasonable period of time.

(b) Maintain a retrievable record, copy or original, of all data provided to YorkMix Media, who will not be responsible for loss or damage to any data.

Use the product or service provided by YorkMix Media only for the purposes of its own business.

(c) Not sell or franchise the product or service to any third party without express permission from YorkMix Media.

2.2 The customer warrants that it owns all the data required for the services to be performed hereunder and has absolute rights to use such data for such purposes.

2.3 For web design projects a “Project Specification” will be issued which will detail customer expectations and the anticipated time length of the project. Failure on behalf of the customer to meet these expectation deadlines may result in a delayed project. At the discretion of YorkMix Media an interim payment of the total project value may be charged for projects that are delayed by the customer failing to meet their expectations as detailed in the Project Specification.

YorkMix Media will:

(a) Act professionally at all times to preserve the customer’s intellectual property or other rights in its information or materials.

(b) Comply with reasonable requests of the customer and deal cordially with its representatives.

(c) Be responsible for the accuracy and comprehensiveness of the data supplied in relation to a project.

(d) Use its best endeavours to provide within the anticipated time length of the project a site that substantially meets the requirements of the Project Specification. Following completion of the site YorkMix Media will provide to the customer, free of charge, a 3 months site maintenance support service.

Any software “bugs”, spelling errors and functionality failures will be rectified free of charge during this period. This service does not include any design modifications, functionality changes or site enhancements. Such items are subject to a separately negotiated maintenance agreement or one-off amendment charge.

3 Variations

The customer may at any time request variations to the Site Specification by written notice to YorkMix Media.

3.2 Within 5 working days of receipt of a request for variation or such other period as may be agreed YorkMix Media shall indicate by notice in writing to the customer the terms upon which YorkMix Media will perform the requested variation, including the effect of the variation on the price payable by the customer.

3.3 If YorkMix Media serves a notice pursuant to 3.2 above the customer shall within 5 working days of the date of YorkMix Media written notice elect by written notice to YorkMix Media whether or not it wishes the variation to proceed. In the absence of a customer’s notice YorkMix Media shall assume the variation is not to proceed.

4 YorkMix Media Charges

4.1 The customer will be invoiced in accordance with the timetable.

4.2 VAT will be added to the service charge at the current rate where appropriate.

4.3 At YorkMix Media’s total discretion interest and compensation on outstanding invoices will be charged either in accordance with The Late Payment of Commercial Debts Regulations 2002 or at the rate of 5% above the base rate of Barclays Bank at the date of invoice and/or completion of the contract on the remaining balance of all invoices which are overdue for a period in excess of 15 days, unless stated otherwise on the invoice.

4.4 All fees quoted are in British pounds sterling and must be paid in this currency.

5 Intellectual Property Rights

5.1 YorkMix Media and its suppliers retain all intellectual property rights, interests and title in and over their website designs, products and systems and all trade secrets, copyright, patent rights, ideas and any other intellectual property rights in relation thereto remain the exclusive property of YorkMix Media or its suppliers, unless otherwise stated in the ‘Project Specification’. Any such rights, interests or title in any intellectual property may pass to the customer only upon receipt of full payment of all project invoices.

5.2 YorkMix Media grants to the customer a royalty free, world-wide, non-exclusive license for the following uses of the customer’s website:

(a) he promotion of the customer’s business or activities using the Internet

(b) the marketing and advertising of the customer’s business or activities including the reproduction of screen shots in print and electronic media within the customer’s organization and externally.

5.3 YorkMix Media will indemnify the customer against any and all actions or claims incurred by the customer arising out of any actual or alleged infringement of any patent, copyright or trade secret in respect of material supplied by YorkMix Media in pursuance of the web development project provided that:

(a) the action and/or claim does not arise as a result of the unauthorized modification or alteration or adaptation of the site content by the customer and

(b) the action and/or claim does not arise as a result of the use of software or equipment not supplied or approved by YorkMix Media and

(c) the customer notifies YorkMix Media immediately of any claim or demand made or action brought against it and has not made any comment or admission to any third party in respect thereof and

(d) YorkMix Media shall have conduct of all proceedings or negotiations relating to such allegations or claims and shall deal with the same as it sees fit in its absolute discretion and

(e) the customer shall provide all reasonable assistance to YorkMix Media in relation to the conduct of such litigation and/or negotiations

5.4 YorkMix Media accepts no liability for any loss, damage, costs or liability suffered by the customer in the event that the use of third party software triggers a claim by any party that their intellectual or other property rights have been infringed. Should YorkMix Media have any rights against the owners of such third party software it will endeavour, at the customer’s expense, to enforce such rights for the customer’s benefit.

6 Domain Names

6.1 The contract for the registration of domains is between the customer and the appropriate Naming Authority. YorkMix Media cannot guarantee that customers will be able to register any requested name and until customers have been given specific confirmation of registration they cannot assume that registration has been affected.

6.2 The responsibility for ensuring that the customer’s choice of domain name does not infringe the rights of a third party lies with the customer. The customer agrees to defend, indemnify and hold harmless YorkMix Media against liabilities arising in respect of any such infringements.

7 Disclaimer

7.1 YorkMix Media’ entire liability to the customer in respect of any breach of its contractual obligations, any breach of warranty, any representation, statement or tortious act or omission including negligence arising under or in connection with this agreement shall be strictly limited to the charge specified in the customer contract.

7.2 YorkMix Media will have no further liability for any loss, damage, costs or liability whatsoever which the customer may incur including without limitation lost sales, profits, indirect and or consequential losses. In particular and without limitation YorkMix Media shall not be liable to the customer as a result of any virus introduced or passed on to him. The customer is strongly advised to have their own anti-virus software in place.

7.3 YorkMix Media shall not be responsible for any loss or failure caused by the fault of any Internet Service Provider or the incompatibility of its software with any third party. YorkMix Media does not represent or warrant that a customer’s URL will achieve a favorable position, or any position, within search engines.

7.4 Without limitation to the above YorkMix Media makes no warranties of any kind, expressed or implied for services we provide. YorkMix Media disclaims any warranty or merchantability or fitness for a particular purpose. The includes loss of data resulting from delays, non-deliveries, wrong delivery, and any and all service interruptions caused by YorkMix Media and its employees. YorkMix Media reserves the right to revise its policies at any time.

7.5 Neither party to this agreement shall be liable for any failure or delay in performance of this agreement due to any act of God, war, strike, lockout, industrial action. fire, flood, drought, storm or other event beyond the reasonable control of either party.

8 Indemnification

The customer agrees to defend, indemnify and hold harmless YorkMix Media against liabilities arising out of any material supplied by the customer infringing or allegedly infringing on the proprietary rights of a third party;

9 Termination

YorkMix Media will use all reasonable s to complete its obligations under the customer contract. If YorkMix Media is unable to do so for reasons beyond its reasonable control it may terminate the customer contract by giving 15 days notice in writing. In such circumstances, YorkMix Media shall render an invoice for such part of the service or product that has been delivered or completed and not previously billed.

10 Non Solicitation of Staff

The customer agrees that during the term of this agreement and for an additional period of 6 months after termination, the customer shall not directly or indirectly canvas with a view to offering or providing employment to, offer to contract with or entice to leave any employee of YorkMix Media engaged in the performance of the services.

11 Assignment

11.1 The customer shall not assign, transfer or sub-contract the benefit and/or burden of this agreement without the prior written consent of YorkMix Media.

11.2 YorkMix Media may assign, transfer or sub-contract the benefit and/or burden of this agreement.

12 Confidentiality

Each party to this agreement will at all times keep confidential information acquired in consequence of this agreement, except for information which they may be entitled or bound to disclose under compulsion of law or where requested by regulatory agencies or to their professional advisers where reasonably necessary for the performance of their professional services.

13 Dispute Resolution

All disputes or differences under or arising out of this agreement may be referred to a single arbitrator to be agreed upon by the parties or in default of agreement by the President for the time being of the Chartered Institute of Arbitrators in accordance with the Arbitration Act 1996.

14 Invalidity

If any provision of this agreement is held to be void or declared illegal, invalid or unenforceable for any reason that provision shall be divisible from this agreement and shall be deemed to be deleted from it and the validity of the remaining provisions shall not be affected.

15 Governing Law

This agreement shall be governed by and construed in accordance with the laws of England.


Web Hosting Terms & Conditions 01-11-2016

1 General

1.1 These terms supersede any prior verbal agreement.

1.2 Any deviation from these terms must be agreed in writing on the order form.

1.3 YorkMix Media Ltd. “YorkMix Media” is not responsible for the performance of third party services that are introduced to the client. The client agrees that YorkMix Media can use the client’s company name in its own client list. If the client does not wish to appear on the YorkMix Media client list we will remove it at the clients request.

2 Duties

2.1 The customer’s signature on the customer order form is evidence that it will:

(a) Provide all data reasonably required by YorkMix Media to complete the contract within a reasonable period of time.

(b) Maintain a retrievable record, copy or original, of all data provided to YorkMix Media, who will not be responsible for loss or damage to any data.

(c) Use the product or service provided by YorkMix Media only for the purposes of its own business.

(d) Not sell or franchise the product or service to any third party without express permission from YorkMix Media.

(e) The customer warrants that it owns all the data required for the services to be performed hereunder and has absolute rights to use such data for such purposes.

2.2 YorkMix Media will:

(a) act professionally at all times to preserve the customer’s intellectual property or other rights in its information or materials

(b) comply with reasonable requests of the customer and deal cordially with its representatives.

(c) be responsible for the accuracy and comprehensiveness of the data supplied in relation to a project.

3 Payment Policies

3.1 All hosting accounts are set up on a prepay basis. Although YorkMix Media reserves the right to change prices of accounts or services at any time all pricing is guaranteed for the period of prepayment. Payment is due one month before the annual anniversary date following the date the account was established. Customers will automatically be charged again at the end of their prepay period unless closure notification has already been given by the client in writing.

3.2 All payment is to be made in UK sterling.

3.3 VAT will be added to the customer’s charges at the current rate where appropriate.

4 Payment Options

4.1 In order to streamline our accounting procedures and keep costs down YorkMix Media runs a limited number of payment options as follows:

(a) Cheque Payment: YorkMix Media cannot guarantee that a service will be provided until after any received cheques have been cleared.

(b) BACS Payment: Payment may be made directly to YorkMix Media by BACS transfer.

(c) Standing Order: Set amount monthly or quarterly payments can be made through a standing order, set up via the client’s online banking facilities, or by completing a YorkMix Media Standing Order Mandate are returning it by post.

5 Cancellation & Refunds

Fees charged on a prepay basis are nonrefundable. Customers are not entitled to receive a refund unless the service is cancelled by YorkMix Media and subject to the provisions of Section 9 of this document. In addition some accounts incur set-up fees; these charges are also non-refundable.

6 Software Licence

The customer grants to YorkMix Media a royalty free, world wide, non exclusive licence to use the text, graphics, images and other related material featured, displayed or used in or in relation to the website for the purpose only of allowing YorkMix Media to perform the services under this agreement.

7 IP Addresses

The customer acknowledges that he has no right, title or interest in the IP address allocated to him, and that any IP address allocated to him is allocated as part of the services and is not portable or otherwise transferable by the customer in any manner whatsoever.

8 Service Provision

8.1 YorkMix Media have purchased space on a server to promote both your and their own business and YorkMix Media believes that all locally held websites will be backed up by the server owner. However YorkMix Media does not back up customer amendments to the website.

8.2 All efforts to keep the sites up and running at all times will be carried out with due diligence. The very nature of the Internet in general means that there are few experienced suppliers in the business and the servers that we host our sites on belong to trusted third parties. Nevertheless, YorkMix Media cannot be held responsible for the server supply.

8.3 In the unlikely event of total and permanent disruption to service sites can be re-hosted on a different server although in this unlikely event a transference fee may be charged. If your site is to be one that depends on a guaranteed service we can host that site on specialist servers at an additional cost.

8.4 If you require the transfer of your domain name during your contract we reserve the right to charge an administration fee in accordance with an hourly rate for the work and any third party fees involved.

8.5 YorkMix Media is prepared to register Domain Names on behalf of clients. If so, the client has full responsibility for the renewal of the Domain Name. The contract for the registration is between our client and the appropriate Naming Authority. YorkMix Media is acting as the client’s Agent and Clients are bound by the terms and conditions of the Naming Authority. YorkMix Media cannot guarantee that clients will be able to register any requested Name and that until clients have given specific confirmation of registration the client cannot assume that registration has been affected.

8.6 YorkMix Media gives no warranty that the Internet Domain Name requested will not infringe the rights of any third party and the client indemnifies YorkMix Media in respect of any such infringements.

8.7 All designs entrusted to YorkMix Media shall remain the property of YorkMix Media with the exception of company trade marks and logos. All logos and trademarks supplied to YorkMix Media must be with the permission of their owners.

9 Server Use

9.1 Personal accounts are to be used by the primary owner only. Personal account holders are not permitted to resell, store or give away web-hosting services of their website to other parties. Web hosting services are defined as allowing a separate, third party to host content on the owner’s web site. Exceptions to this include advertisement banners, classified advertisements, and personal advertisements.

9.2 YorkMix Media reserves the right to refuse service and/or access to its servers to anyone.

YorkMix Media does not allow any of the following content to be stored on its servers and reserves the right to suspend or cancel a customer’s access to any or all services provided by it when it decides that the customer is displaying or distributing the following:

(a) Material that is in breach of any law, statute or regulation, including but not limited to, the unauthorised distribution or copying of copyrighted software or other data

(b) Material that is obscene, pornographic or indecent Material that is defamatory, libelous unlawfully threatening or harassing. Material which contains any viruses or other computer programs intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any personal information.

(c) Material relating to Hacking, Cracking, Warez and IRC.

(d) Software downloads may only be hosted if you are the writer and copyright owner of the software, all other software including freeware, shareware and trial software is forbidden. Audio and video downloads may only be hosted if you are the creator and copyright owner of the work.

9.5 The use of our network to send bulk email whether opt-in or otherwise, and the use of bulk email to promote a site on our network is strictly forbidden.

9.6 Misuse of Resources Including but not limited to employing applications which consume excessive CPU time, memory or storage space. Chat/IRC, web proxy and mailing list scripts are not allowed on our network under any circumstances. Streaming media can be a drain on web server resources and as such is only allowed by prior agreement in writing. CGI based message forums which use flat file databases are often found to use excessive system resources, to avoid disappointment please use a PHP/ASP message forum. The use of web cam applications which maintain a constant FTP connection uploading an image at regular intervals is forbidden. If you are unsure about content you intend to place on our network, please check with us before you do. We reserve the right to determine what constitutes acceptable use.

9.7 Should YorkMix Media receive a complaint from a third party that the customer’s use of the services involves material prohibited in accordance with paragraphs 6.3 to 6.6 above, then YorkMix Media reserves the rights to suspend a customer’s access to services for up to 14 days to allow the complaint to be investigated.

10 Unlimited Use Policy

10.1 High bandwidth usage: YorkMix Media offers an unlimited use policy by maintaining very large ratios of bandwidth per customer. In rare cases, YorkMix Media may find a customer to be using server resources to such an extent that he or she may jeopardize server performance and resources for other customers. In such instances, YorkMix Media reserves the right to impose the High Resource User Policy for the consideration of all customers.

10.2 High Resource User Policy Resources are defined as bandwidth and/or processor utilization. YorkMix Media may implement the following policy to its sole discretion:

When a website is found to be monopolising the resources available YorkMix Media reserves the right to suspend that site immediately. This policy is only implemented in extreme circumstances and is intended to prevent the misuse of our servers. Customers may be offered an option whereby YorkMix Media continues hosting the website for an additional fee using a suitable dedicated web server.

11 Indemnification

11.1 The customer agrees that it shall defend, indemnify, save and hold YorkMix Media harmless from any and all demands, liabilities, losses, costs and claims, including reasonable attorney’s fees asserted against YorkMix Media, its agents, its customers, officers and employees, that may arise or result from any service provided or performed or agreed to be performed or any product sold by customer, its agents, employees or assigns.

The customer agrees to defend, indemnify and hold harmless YorkMix Media against liabilities arising out of;

(a) any injury to person or property caused by any products sold or otherwise distributed in connection with the web servers belonging to YorkMix Media; (b) any material supplied by the customer infringing or allegedly infringing on the proprietary rights of a third party; (c) copyright infringement and any defective products sold to customer from the web servers belonging to YorkMix Media.

(d) the customer’s website containing or using material set out above.

12 Disclaimer

12.1 YorkMix Media entire liability to the customer in respect of any breach of its contractual obligations, any breach of warranty, any representation, statement or tortious act or omission including negligence arising under or in connection with this agreement shall be strictly limited to the service charge specified in the customer contract.

12.2 YorkMix Media will have no further liability for any loss, damage, costs or liability whatsoever which the customer may incur. In particular YorkMix Media shall not be liable to the customer as a result of any virus introduced or passed on to him. The customer is strongly advised to have their own anti-virus software in place.

12.3 YorkMix Media shall not be responsible for any loss or failure caused by the fault of any Internet service provider or the incompatibility of its software with any third party.

12.4 Without limitation to the above YorkMix Media makes no warranties of any kind, expressed or implied for services we provide. YorkMix Media disclaims any warranty or merchantability or fitness for a particular purpose. The includes loss of data resulting from delays, non-deliveries, wrong delivery, and any and all service interruptions caused by YorkMix Media and its employees. YorkMix Media reserves the right to revise its policies at any time.

12.1 Neither party to this agreement shall be liable for any failure or delay in performance of this agreement due to any act of God, war, strike, lockout, industrial action, fire, flood, drought, storm or other event beyond the reasonable control of either party.

13 Termination

YorkMix Media will use all reasonable endeavours to complete its obligations under the customer contract. If YorkMix Media is unable to do so for reasons beyond it’s reasonable control it may terminate the customer contract by giving 10 days notice in writing. In such circumstances, YorkMix Media shall render an invoice for such part of the service or product that has been delivered or completed and not previously billed.

14 Non Solicitation of Staff

The customer agrees that during the term of this agreement and for an additional period of 6 months after termination, the customer shall not directly or indirectly canvas with a view to offering or providing employment to, offer to contract with or entice to leave any employee of YorkMix Media engaged in the performance of the services.

15 Assignment

15.1 The customer shall not assign, transfer or subcontract the benefit and/or burden of this agreement without the prior written consent of YorkMix Media

15.2 YorkMix Media may assign, transfer or sub-contract the benefit and/or burden of this agreement.

16 Dispute Resolution

All disputes or differences under or arising out of this agreement may be referred to a single arbitrator to be agreed upon by the parties or in default of agreement by the President for the time being of the Chartered Institute of Arbitrators in accordance with the Arbitration Act 1996.

17 Invalidity

If any provision of this agreement is held to be void or declared illegal, invalid or unenforceable for any reason that provision shall be divisible from this agreement and shall be deemed to be deleted from it and the validity of the remaining provisions shall not be affected.

18 Governing Law

This agreement shall be governed by and construed in accordance with the laws of England.