Terms & Conditions

JICWEBS subscribers agree to abide by the following:

 

  1. APPLICATION
    • The contract (“the Contract”) between JICWEBS Limited (trading as JICWEBS) (“JICWEBS”) and “the Subscriber” shall comprise the following:
      • the terms and conditions set out below;
      • the Registration Form for any certification scheme (if applicable).

(The documents referred to in 1.1 inclusive, shall, taken together, form the Contract.)

  • The Contract sets out the services (“the Services”), which JICWEBS shall provide to the Subscriber.
  • An expression in any of the documents referred to in 1.1 shall have the same meaning in each of them, unless the context requires otherwise.
  • No variation of this Contract shall be binding on JICWEBS unless agreed in writing by JICWEBS.
  1. CONTRACT PRICE AND PAYMENT
    • The price for the Services is as set out in the Registration Form and/or JICWEBS website (the “Charges”). The Charges are exclusive of VAT, which shall be payable by the Subscriber in addition to the Charges, at the rate applicable under current law.
    • JICWEBS agrees that in consideration of the payment of the Charges by the Subscriber in accordance with this Contract it shall provide the Services.
    • Subject to clause 2.4, the Subscriber shall pay all invoices delivered pursuant to this Contract within thirty (30) days of the date of receipt of such invoice.
    • If any event which should trigger a right to invoice under clause 2.3 does not take place by the date provided for its occurrence either in whole or in part by reason of some act or omission on the Subscriber’s part, JICWEBS may issue an invoice for the sum which would have been due for payment had that event occurred.
    • If the Subscriber fails to pay any monies due under or in connection with this Contract on the due date for payment then without prejudice to any other right or remedy due to JICWEBS, JICWEBS will be entitled to:-
      • suspend performance of any obligation owed by JICWEBS under this Contract until such payment is made; and/or including delisting from the JICWEBS.org website and associated collateral.
      • require payment in full by the Subscriber of the Charges before supplying any further part of the Services under this Contract; and/or
      • charge interest on any payments due under this Contract (after as well as before judgement) at the rate of 3% per annum above the base rate of National Westminster Bank plc for the time being in force calculated from the date on which the outstanding sum fell due to the date upon which it is paid.
  1. INTELLECTUAL PROPERTY RIGHTS
    • The parties agree that all intellectual property rights arising in connection with the provision of the Services by JICWEBS during the term of this Contract shall vest in JICWEBS.JICWEBS now grants the Subscriber a non‑exclusive, perpetual, royalty-free licence to use such intellectual property rights subject to the Subscriber having complied with its obligations under this Contract.
    • The Subscriber shall indemnify and hold harmless JICWEBS against all damages (including costs) that may be awarded or agreed to be paid to any third party in respect of any claim or action that the use by JICWEBS of any materials or information provided to it by the Subscriber pursuant to this Contract infringes any intellectual property right of that third party.
    • The Subscriber undertakes not to use the JICWEBS logo or seals in any form until authorised in writing by JICWEBS to do so.
    • Any Subscriber whose product or service is registered with JICWEBS, but has not achieved certification, may make reference to their registered subscriber status in publicity statements or on their website providing this makes clear they are working towards certification and does not imply they have achieved it.
    • The Subscriber acknowledges that JICWEBS is certificating the service as stated on the certificate and that this does not mean or imply that the subscriber’s own clients are in any way JICWEBS compliant as a result of this certification. The Subscriber agrees to advise its clients that they should not make any claims regarding JICWEBS compliance unless they are JICWEBS certified in their own right. The Subscriber agrees that if it becomes aware of any of its clients making unfounded claims regarding JICWEBS compliance it will draw the matter to JICWEBS’s attention without delay.
  2. LIABILITY
    • Subject to clause 4.4, JICWEBS’s total liability under or in connection with this Contract will not in aggregate exceed the Charges paid by the Subscriber.
    • JICWEBS shall not be liable for any claim for damage to, loss of or costs in respect of any consequential or indirect loss including without limitation loss of profit, revenues, goodwill, anticipated savings or business opportunities.
    • JICWEBS will not be liable to the Subscriber for any loss or corruption of data, software or database configuration held by the Subscriber to the extent that it could have been avoided by the Subscriber keeping adequate back-up copies of its data, software or database configuration in accordance with best data processing practice.
    • Notwithstanding anything to the contrary in this Contract JICWEBS’s liability to the Subscriber:-
      • for death or personal injury caused by the negligence of JICWEBS, its employees, agents or sub-contractors;
      • for fraud (including without limit, fraudulent misrepresentation);

is not limited (but nothing in this clause confers any right or remedy upon the Subscriber to which it would not otherwise be entitled).

  • This clause 4 has continuing effect after termination of this Contract.
  1. CONFIDENTIALITY
    • JICWEBS and the Subscriber undertake to each other:-
      • to keep confidential all information concerning the business and affairs of the other that it has obtained or received as a result of the discussions leading up to or the entering into, or obtains or receives in performance of, this Contract (the “Information”);
      • not to disclose the Information in whole or in part to any other person without the other’s written consent, save those of its employees, agents and sub-contractors involved in the provision of the Services and who have a need to know the same; and
      • to use the Information solely in connection with the Services and not for its own benefit or the benefit of any third party.
    • The provisions of clause 5.1 do not apply to any Information which is already in the public domain, which is lawfully obtained free of any duty of confidentiality otherwise than directly or indirectly from the other party to this Contract.
    • This clause 5 has continuing effect after termination of this Contract.
  2. FORCE MAJEURE

JICWEBS shall not be liable to the Subscriber or be in breach of its obligations to the Subscriber if by reason of any cause beyond its reasonable control it is delayed in performing or fails to perform the Services or any part of them.

  1. TERMINATION
    • This Contract may be terminated by notice in writing with immediate effect:
      • by JICWEBS if the Subscriber fails to pay any sum due under this Contract on or before the date it is due to be paid;
      • by either party if the other commits a material breach of any term of this Contract (other than one falling within clause 7.1.1 above) which (in the case of a breach capable of being remedied) has not been remedied within thirty (30) days of a written request to remedy the breach (and for these purposes it is agreed that lateness is a remediable breach); or
      • by either party if the other proposes a voluntary arrangement, suffers an insolvency event or any similar or analogous event occurs in relation to the other party in this or any other jurisdiction.
      • by Subscriber upon written notice to JICWEBS.
    • For the avoidance of doubt, JICWEBS shall not be deemed to have breached its obligations under this Contract to the extent that any act or omission on its part is due to any delay or failure by the Subscriber to give instructions, authority or information where the same has been properly sought or where the act or omission on JICWEBS’s part arises due to an act or omission on the Subscriber’s part.
    • Any termination of this Contract under this clause 7 is without prejudice to any other rights or remedies a party may be entitled to under this Contract or at law. It does not affect any accrued rights or liabilities of either party nor any provision which is expressly or by implication intended to come into force on, or continue in force after, termination.
  2. ACCESS TO SUBSCRIBER’S DATA AND SYSTEMS
    • Subject to clause 8.2, the Subscriber shall afford JICWEBS’s employees, agents and sub-contractors such access to the Subscriber’s data and/or premises as may be necessary for the performance of the Services.
    • Access referred to in clause 8.1 is to be at reasonable times and on reasonable notice.
  3. WAIVER
    • The failure or delay by either party to exercise or enforce any of its rights or to enforce any obligation which the other party is in breach of under this Contract is not a waiver of that right and nor will it bar enforcement of that obligation (or any similar or other obligation) at that time or at any subsequent time.
  4. ASSIGNMENT
    • The Subscriber may not assign, transfer, mortgage, sub‑licence, charge or otherwise dispose of or encumber this Contract, or any of its rights or obligations under it, without the prior written consent of JICWEBS.
    • Neither party may assign its rights and obligations under this Contract without the prior written consent of the other.
    • JICWEBS will be free to sub-contract any or all of its rights and obligations under this Contract as it in its absolute discretion sees fit.

11.          APPEAL PROCEDURE

11.1        If a Subscriber wishes to contest a decision made by JICWEBS then they may request it be reviewed. The procedure is based solely upon written submissions as follows:

11.1.1    In the first instance the subscriber must send their appeal to the Executive Chairman of JICWEBS, who will provide his decision within 10 working days or such time as he requires to properly consider the matter.

11.1.2    If the Subscriber disagrees with the Executive Chairman’s decision they may request the decision be reviewed by a panel comprising 3 representatives from the JICWEBS Executive Board. The Executive Board panel will provide their decision within 10 working days or such time as they require to properly consider the matter. The panel’s decision is final.

  1. NOTICES
    • Any notice or other document to be served under this Contract must be in writing and will be effectively served if served in the following ways (and shall be deemed to have been served at the times stated):-
      • by pre‑paid recorded delivery post – on the second day after posting;
      • by e‑mail to the official JICWEBS email address info@jicwebs.org– upon receipt of a message transferred confirmation (if applicable) or by receipt of a reply acknowledgement from a representative of JICWEBS ;
      • by personal delivery – upon actual delivery or upon refusal to accept delivery.
    • Any notice or other document to be served under this Contract shall be addressed to the recipient’s address stated in this Contract or any other address of which the recipient has notified the other party (or alternatively in the case of a company, to the registered office of that company).
  2. SEVERANCE

If any provision of this Contract or of any document made in connection with this Contract is determined by any court, tribunal or administrative body of a competent jurisdiction to be wholly or partly unenforceable for any reason, that unenforceability shall not affect the rest of this Contract or that document, the unenforceable part being deemed severed and deleted and the remainder continuing in full force and effect.

  1. ENTIRE AGREEMENT

This Contract forms the entire agreement between the parties on its subject matter and supersedes all previous contracts, arrangements, representations (other than fraudulent misrepresentations) or understandings between JICWEBS and the Subscriber, in each case, whether written, arising from custom or oral.

  1. LAW

This Contract is governed by and is to be construed in accordance with English Law and the parties agree to submit to the non-exclusive jurisdiction of the English courts.