Customer should read these Terms carefully and make sure that they understand
them before applying to use the Services. The Customer should tick the box
indicated on the Sign Up page to accept them. If the Customer does not accept
these Terms it will not be able to apply to use the Services.
The Customer should print a copy of these Terms or save them to its computer for
future reference. Webhols may amend these Terms from time to time as set out in
clause 22. These Terms, and any Contract between WebHols and the Customer, are
only in the English language.
1.1 The definitions and rules of interpretation in this clause apply in these
Business Day: a day other than a Saturday, Sunday or public
holiday in England when banks in London are open for business.
Change of Control: the beneficial ownership of more than 50% of
the issued share capital of a company or the legal power to direct or cause the
direction of the general management of the company, and controls, controlled and
the expression change of control shall be construed accordingly.
Confidential Information: information that is proprietary or
confidential and is either clearly labelled as such or identified as
Confidential Information in clause 11.5 or 11.6.
Contract: the contract between Webhols and the Customer for the
supply of the Services in accordance with these Terms.
Customer: the company, firm or person who purchases the
Services or on whose behalf the Services are purchased.
Customer Data: the data (of whatever nature) inputted by the
Customer, Users, or Webhols on the Customer's behalf for the purpose of using
the Services or facilitating the Customer’s use of the Services.
Customer Subscription: the customer subscription purchased by
the Customer pursuant to clause 4.1 which entitles the Customer and its Users to
access and use the Services in accordance with these Terms.
Documentation: the documents and information made available to
the Customer by Webhols online via the Website and from time to time which sets
out the description of the Services and the relevant user instructions.
Fees: the subscription fees payable by the Customer for the
Customer Subscription, as set out on the Website and amended from time to time.
Free Trial: the free trial period which may be offered by
Webhols to potential customers who have not used the Services before to enable
such customers to try out the Services and evaluate whether the Services meet
Monthly Users: those Users registered on the Customer’s account
for all or part of any day during that month.
Services: access to and use of the Software, Documentation and
any additional features and/or services as may be agreed between the parties
from time to time.
Software: the Webhols online staff holiday planner software
applications provided by Webhols as part of the Services.
Subscription Term: the term of the Contract.
Terms: these terms and conditions as amended from time to time
in accordance with clause 22.
Users: those employees of the Customer who are authorised by
the Customer to use the Services as listed in the Customer’s account area of the
Virus: any thing or device (including any software, code, file
or programme) which may: prevent, impair or otherwise adversely affect the
operation of any computer software, hardware or network, any telecommunications
service, equipment or network or any other service or device; prevent, impair or
otherwise adversely affect access to or the operation of any programme or data,
including the reliability of any programme or data (whether by re-arranging,
altering or erasing the programme or data in whole or part or otherwise); or
adversely affect the user experience, including worms, trojan horses, viruses
and other similar things or devices.
www.Webhols.co.uk or such
other website as is notified to the Customer by Webhols from time to time.
Webhols: Webhols Ltd whose registered office is at 20 - 22
Wenlock Road, London, NG1 7GU.
1.2 A person includes an individual, corporate or unincorporated body (whether
or not having separate legal personality).
1.3 A reference to a company shall include any company, corporation or other
body corporate, wherever and however incorporated or established.
1.4 A reference to writing or written includes faxes and email.
1.5 A reference in a month shall be to a calendar month.
2. BASIS OF CONTRACT
2.1 These Terms shall apply to the Contract to the exclusion of any other terms
that the Customer may seek to impose or incorporate, or which may be implied by
trade, custom, practice or course of dealing.
2.2 To use the Services the Customer must fully complete and submit the online
sign up form on the Website. If a Free Trial is offered the end date of it shall
be as set out on the sign up form.
2.3 The person submitting the sign up form on behalf of the Customer confirms
that they have the authority to bind the Customer and enter into contracts on
its behalf and that the information provided as part of the sign up process is
2.4 Submitting the sign up form is an offer by the Customer to enter into a
Contract with Webhols which Webhols is free to accept or decline at its
2.5 Webhols may send the Customer an email acknowledging receipt of the
Customer’s request to sign up to the Services however a Contract shall only come
into existence when Webhols starts to provide the Customer with the Services.
3. FEES AND PAYMENT
3.1 The Customer shall pay the Fees to Webhols for the Customer subscription in
full without deduction, set-off, withholding or counter-claim in accordance with
this clause 3.
3.2 Should the Customer wish to continue to use the Services after the end of
the Free Trial, the Customer must provide Webhols with a valid Direct Debit at
the end of the Free Trial otherwise access to the Services shall be deactivated.
3.3 On the first Business Day of each month following the end of the Free Trial
and for the remainder of the Subscription Term, Webhols shall record the number
of Monthly Users and calculate the Fees payable which shall be notified to the
Customer in its account area of the Website.
3.5 Webhols shall consider any dispute or query raised and notify its decision
to the Customer within 14 days. Webhols decision on in relation to any disputed
payment shall be final.
3.6 The Customer acknowledges that the Fees shall be payable in advance based on
the number of Monthly Users and therefore may vary from month to month.
3.8 The Fees shall be collected on or around the 4th day of each month by Direct
Debit payment from the account notified by the Customer to Webhols.
3.9 If Webhols has not received payment on the due date, and without prejudice
to any of its other rights and remedies, Webhols may without liability to the
Customer, disable the Customer’s account and access to all or part of the
Services and Webhols shall be under no obligation to provide any or all of the
3.10 All amounts and Fees stated or referred to in the Contract are:
- expressed in GB pounds sterling;
- subject to clause 13.5(b) and 13.6 non-cancellable and non-refundable; and
- exclusive of VAT, which (where applicable) shall be added to Webhols invoice(s)
at the appropriate rate.
3.11 The Customer’s EU tax number (if applicable) must be added to the
Customer’s account area of the Website. Any requests for refunds of VAT (for
whatever reason) shall only be considered for the tax year in which the request
is made. Webhols reserves the right to apply an administration fee of up to £45
per refund processed.
3.12 Webhols shall be entitled to increase the Fees by giving the Customer 30
days’ notice in writing. If the Customer does not agree to any such increase, it
may terminate the Contract in accordance with clause 14.1 or discontinue the
relevant service, in accordance with clause 6.3, as appropriate.
3.13 If the Customer has or is likely to have at least 50 Users registered to
its account it may request to pay the Fees in advance on a quarterly or yearly
basis on receipt of a written invoice rather than by recurring direct debit
payment. In the event Webhols agrees to such a request:
- the Fees shall be based on the estimated Monthly Users;
- if the estimated number of Monthly Users is exceeded by the Customer Webhols
reserves the right to charge the Customer additional Fees which are payable by
the Customer to Webhols on request; and
- clauses 3.2, 3.6, 3.7 and 3.8 shall not apply to the Contract.
4. CUSTOMER SUBSCRIPTION
4.1 Subject to the restrictions set out in this clause 4 and the Customer paying
the Fees in accordance with clause 3 following the end of the Free Trial,
Webhols grants to the Customer a non-exclusive, non-transferable revocable right
to permit the Users to use the Services during the Subscription Term solely for
the Customer's internal business operations.
4.2 In relation to the Users, the Customer undertakes that each User shall keep
a secure password for his use of the Services and that each User shall keep his
4.3 The Customer shall not use the Services (or any aspect of them) to:
- access, store, distribute or transmit any Viruses, or any material of any type
during the course of its use of the Services that:
- is unlawful, harmful, threatening, defamatory, vulgar, obscene, infringing,
abusive, harassing, racially or ethnically offensive or otherwise objectionable;
- facilitates illegal activity;
- depicts sexually explicit images;
- promotes unlawful violence;
- is discriminatory based on race, gender, colour, religious belief, sexual
orientation, disability; or
- in a manner that is otherwise illegal or causes damage or injury to any person
- impersonate, falsely state or otherwise misrepresent its connection or
affiliation with any person;
- transmit any spam or junk mail or any other unsolicited advertising or
and Webhols reserves the right, without liability or prejudice to its other
rights to the Customer, to disable the Customer’s access to and/or delete any
material that breaches the provisions of this clause 4.3.
4.4 The Customer shall not:
- except as may be allowed by any applicable law which is incapable of exclusion
by agreement between the parties:
- and except to the extent expressly permitted under these Terms, attempt to copy,
modify, duplicate, create derivative works from, frame, mirror, republish,
download, display, transmit, or distribute all or any portion of the Software
and/or Documentation (as applicable) in any form or media or by any means; or
- attempt to reverse compile, disassemble, reverse engineer or otherwise reduce to
human-perceivable form all or any part of the Software; or
- disguise or attempt to disguise the origin of any Customer Data or access to the
- access or use all or any part of the Services in order to build a product or
service which competes with the Services; or
- access or use all or any part of the Services to provide services to third
- license, sell, rent, lease, transfer, assign, distribute, display, disclose,
charge, encumber or otherwise commercially exploit, or otherwise make the
Services available to any third party except the Users, or
- attempt to obtain, or assist third parties in obtaining, access to the Services,
other than from Webhols and as provided under this clause 4.
4.5 The Customer shall use all reasonable endeavours to prevent any unauthorised
access to, or use of, the Services and, in the event of any such unauthorised
access or use, promptly notify Webhols. Until the Customer notifies Webhols, the
Customer shall be responsible for any unauthorised use of the Services.
4.6 For the avoidance of doubt, the rights provided under this clause 4 are
granted to the Customer only, and shall not be considered granted to any
subsidiary or holding company of the Customer.
5.1 Webhols shall, during the Subscription Term, provide the Services to the
Customer in accordance with and subject to these Terms.
5.2 The Customer acknowledges that:
- its use of the Services will not be uninterrupted or error free; and
- downtime will inevitably occur from time to time due to planned maintenance
(which Webhols shall use reasonable endeavours to give the Customer at least 24
hours advanced notice of) and unplanned maintenance and/or other events.
5.3 Webhols will, as part of the Services and at no additional cost to the
Customer, provide the Customer with Webhols standard customer support services.
Webhols may amend the scope of the support services offered (including the
provisions of clauses 5.4 to 5.7 below) in its sole and absolute discretion from
time to time.
5.4 Webhols shall use reasonable endeavours to respond to the Customer’s
requests for support within 36 hours of such request; and
5.5 The Customer shall pay Webhols reasonable costs to the extent support is
- the fault is attributable to something other than the Software (e.g. third party
software or telecommunications or hardware failures);
- the Customer has failed to implement a recommendation previously made by
- the Customer has operated the Software incorrectly;
- a modification has been made to the Software without Webhols written consent; or
- the Customer is in breach of the Contract.
5.6 Support is only available for the most recent version of the Software. The
Customer shall permit Webhols to upgrade and modify the Software from time to
time at its sole discretion.
5.7 Support shall not be provided unless the Customer has anti-virus software
installed, maintained, upgraded and operating on a continuous basis.
6. ADDITIONAL SERVICES
6.1 Webhols may offer Customer specific branding or other additional Software
features or services from time to time. These may be added to the Services
provided under the Contract by agreement between the parties.
6.2 The Customer may be required to enter into additional, service specific
terms and conditions with Webhols and/or third parties if it wishes to take such
6.3 To the extent such services are optional, the Customer may remove particular
services from the Services provided under the terms of the Contract by giving
Webhols a minimum of 30 days’ notice in writing. Unless otherwise expressly
provided in any applicable, service specific terms, Webhols may stop providing
any such additional service at any time.
7. CUSTOMER DATA
7.1 The Customer shall own all right, title and interest in and to all of the
Customer Data and shall have sole responsibility for the legality, reliability,
integrity, accuracy and quality of the Customer Data.
7.2 Webhols shall use reasonable endeavours to regularly back up the Customer
Data. In the event of any loss or damage to Customer Data, the Customer's sole
and exclusive remedy shall be for Webhols to use reasonable endeavours to
restore the lost or damaged Customer Data from the latest back-up of such
Customer Data by Webhols. Webhols shall not be responsible for any loss,
destruction, alteration or disclosure of Customer Data caused by any third party
(except those third parties sub-contracted by Webhols to perform services
related to Customer Data maintenance and back-up).
relating to the privacy and security of the Customer Data. Webhols may amend its
7.4 The Customer acknowledges and agrees that Webhols may access the Customer
- if required to do so by law;
- to enforce these Terms or protect any other rights it may have;
- to respond to claims that any Customer Data infringes the rights of third
- to respond to the Customer’s requests for support.
7.5 The Customer permits Webhols to access, use, aggregate, analyse and
interpret the Customer Data for the purpose of producing anonyms reports and
data (for example on market trends or management information) for the internal
business use of Webhols or for provision by Webhols to its customers and third
parties, provided that the Customer Data shall not be disclosed or made
available to any third party under this clause 7.5 in unmodified, identifiable
or readily extractable form.
7.6 If Webhols processes any personal data on the Customer’s behalf when
performing its obligations under the Contract, the parties record their
intention that the Customer shall be the data controller and Webhols shall be a
data processor and in any such case:
- the Customer acknowledges and agrees that the personal data may be transferred
outside the EEA or the country where the Customer and the Users are located in
order to carry out the Services and Webhols other obligations under the
- the Customer shall ensure that the Customer is entitled to transfer the relevant
personal data to Webhols so that Webhols may lawfully use, process and transfer
the personal data in accordance with the Contract on the Customer's behalf;
- the Customer shall ensure that the relevant third parties have been informed of,
and have given their consent to, such use, processing, and transfer as required
by all applicable data protection legislation; and
- each party shall take appropriate technical and organisational measures against
unauthorised or unlawful processing of the personal data or its accidental loss,
destruction or damage.
8. THIRD PARTY PROVIDERS
8.1 The Customer acknowledges that the Services may enable or assist it to
access the website content of, correspond with, and purchase products and
services from, third parties via third-party websites and that it does so solely
at its own risk. Webhols makes no representation or commitment and shall have no
liability or obligation whatsoever in relation to the content or use of, or
any such third-party website, or any transactions completed, and any contract
entered into by the Customer, with any such third party.
8.2 Any contract entered into and any transaction completed via any third-party
website as set out in clause 8.1 is between the Customer and the relevant third
party, and not Webhols. Webhols recommends that the Customer refers to the third
relevant third-party website.
8.3 Webhols does not endorse or approve any third-party website nor the content
of any of the third-party website made available via the Services.
9. CUSTOMER'S OBLIGATIONS
9.1 The Customer shall:
- provide Webhols with:
- all necessary co-operation in relation to the Contract; and
- all necessary access to such information as may be required by Webhols;
in order to provide the Services, including but not limited to Customer Data,
security access information and configuration services;
- keep the Customer contact information stored in its account area of the Website,
complete accurate and up to date at all times;
- comply with all applicable laws and regulations (including local laws of any
applicable jurisdiction) with respect to its activities under the Contract;
- carry out all other Customer responsibilities set out in these Terms in a timely
and efficient manner;
- ensure that the Users use the Services in accordance with these Terms and be
responsible for any User’s breach of these Terms;
- obtain and shall maintain all necessary licences, consents, and permissions
necessary for Webhols to provide the Services;
- ensure that its network and systems comply with the relevant specifications
provided by Webhols from time to time; and
- be solely responsible for procuring and maintaining its own internet
connectivity and other telecommunications links necessary for Webhols to provide
10. PROPRIETARY RIGHTS
10.1 The Customer acknowledges and agrees that Webhols and/or its licensors (if
applicable) own all intellectual property rights in the Services (including the
Software, Documentation) and the Website. Except as expressly stated these Terms
do not grant the Customer any rights to, or in, patents, copyright, database
right, trade secrets, trade names, trade marks (whether registered or
unregistered), or any other rights or licences in respect of any aspect of the
Services or the Website.
10.2 Webhols confirms that it has all the rights in relation to the Services and
the Website that are necessary to grant all the rights it purports to grant
under, and in accordance with, these Terms.
10.3 Nothing in these Terms shall prevent Webhols from entering into similar
contracts with third parties, or from independently developing, using, selling
or licensing documentation, products and/or services which are similar to those
provided under the Contract.
11.1 Each party may be given access to Confidential Information from the other
party in order to perform its obligations under the Contract. A party's
Confidential Information shall not be deemed to include information that:
- is or becomes publicly known other than through any act or omission of the
- was in the other party's lawful possession before the disclosure;
- is lawfully disclosed to the receiving party by a third party without
restriction on disclosure;
- is independently developed by the receiving party, which independent development
can be shown by written evidence; or
- is required to be disclosed by law, by any court of competent jurisdiction or by
any regulatory or administrative body.
11.2 Each party shall hold the other's Confidential Information in confidence
and, unless required by law, not make the other's Confidential Information
available to any third party, or use the other's Confidential Information for
any purpose other than the implementation of the Contract.
11.3 Each party shall take all reasonable steps to ensure that the other's
Confidential Information to which it has access is not disclosed or distributed
by its employees or agents in violation of the terms of the Contract.
11.4 Neither party shall be responsible for any loss, destruction, alteration or
disclosure of Confidential Information caused by any third party.
11.5 The Customer acknowledges that details of the Services, and the results of
any performance tests of the Services, constitute Webhols Confidential
11.6 Webhols acknowledges that the Customer Data is the Confidential Information
of the Customer.
11.7 This clause 11 shall survive termination of the Contract, however arising.
The Customer’s attention is particularly drawn to this clause
12.1 The Customer shall defend, indemnify and hold harmless Webhols against
claims, actions, proceedings, losses, damages, expenses and costs (including
without limitation court costs and reasonable legal fees) arising out of or in
connection with the Customer's use of the Services, provided that:
- the Customer is given prompt notice of any such claim;
- Webhols provides reasonable co-operation to the Customer in the defence and
settlement of such claim, at the Customer's expense; and
- the Customer is given sole authority to defend or settle the claim.
13. LIMITATION OF LIABILITY
The Customer’s attention is particularly drawn to this clause
13.1 This clause 13 sets out the entire financial liability of Webhols
(including any liability for the acts or omissions of its employees, agents and
sub-contractors) to the Customer:
- arising under or in connection with the Contract;
- in respect of any use made by the Customer of the Services or any part of them;
- in respect of any representation, statement or tortuous act or omission
(including negligence) arising under or in connection with the Contract.
- does not warrant that the Customer's use of the Services will be uninterrupted
or error-free; or that the Services, any documentation and/or the information
obtained by the Customer through the Services will meet the Customer's
- is not responsible for any delays, delivery failures, or any other loss or
damage resulting from the transfer of data over communications networks and
including the internet, and the Customer acknowledges that the Services may be
subject to limitations, delays and other problems inherent in the use of such
13.3 Except as expressly and specifically provided in these Terms:
- the Customer assumes sole responsibility for:
- ensuring the facilities and functions of the Services meet the Customer’s
- the results obtained from the use of the Services and the Website by the
Customer, and for conclusions drawn from such use; and
- all problems, conditions, delays, delivery failures and all other loss or damage
arising from or relating to the Customer's network connections or
telecommunications links or caused by the internet.
- all warranties, representations, conditions and all other terms of any kind
whatsoever implied by statute or common law are, to the fullest extent permitted
by applicable law, excluded from the Contract; and
- the Services are provided to the Customer on an "as is" and “as available”
13.4 Nothing in these Terms excludes the liability of Webhols:
- for death or personal injury caused by Webhols negligence;
- for fraud or fraudulent misrepresentation; or
- for any other matter for which it would be illegal, invalid or unenforceable for
Webhols to exclude, limit or attempt to exclude or limit liability for.
13.5 Subject to clause 13.3 and clause 13.4:
- Webhols shall not be liable whether in tort (including for negligence or breach
of statutory duty), contract, misrepresentation, restitution or otherwise for
any loss of profits, loss of business, depletion of goodwill and/or similar
losses or loss or corruption of data or information, or pure economic loss, or
for any special, indirect or consequential loss, costs, damages, charges or
expenses however arising under the Contract; and
- Webhols total aggregate liability in contract, tort (including negligence or
breach of statutory duty), misrepresentation, restitution or otherwise, arising
in connection with the performance or contemplated performance of the Contract
shall be limited to the total Fees paid for the Customer Subscription during the
six months immediately preceding the date on which the claim arose.
13.6 The Fees are generally non-refundable however if the Services are
unavailable for a reason other than those set out in clause 15 for a period of
one week or more Webhols may, if requested and at its sole discretion, credit
the Customer’s account with an amount equal to the pro rated Fees payable in
respect of that period.
14. TERM AND TERMINATION
14.1 Subject to clause 14.2 the Contract shall continue on a rolling monthly
basis until terminated in accordance with the remainder of this clause 14 or by
either party giving not less than 30 days’ notice in writing to the other.
14.2 If it has been agreed that the Customer may pay the Fees in accordance with
clause 3.13 then the Contract shall continue on a rolling quarterly or yearly
basis (depending on the applicable invoicing frequency agreed) in accordance
with the remainder of this clause 14 or by either party giving not less than 3
months’ notice in writing to the other. For the avoidance of doubt, no Fees paid
shall be refunded in the event the Contract is terminated (for whatever reason)
part way through a quarter or year (as applicable) already paid for.
14.3 Without limiting its other rights or remedies, Webhols may terminate the
Contract with immediate effect by giving notice in writing to the Customer if:
- the Customer fails to pay any amount due under the Contract on the due date for
- the Customer is in breach of or is suspected by Webhols to be in breach of its
obligations under clauses 4.3 or 4.4;
- the Customer is subject to a Change of Control.
14.4 Without prejudice to any other rights or remedies to which the parties may
be entitled, either party may terminate the Contract without liability to the
other with immediate effect by giving notice in writing if:
- the other party commits a material breach of any of the terms of the Contract
and (if such a breach is remediable) fails to remedy that breach within 14 days
of that party being notified in writing of the breach; or
- the other party has a bankruptcy order made against him or enters into any
composition or arrangement with or for the benefit of his creditors, if an
individual, or if a company, suffers an insolvency related event comprising
either it being unable to pay its debts as they fall due, a petition is filed or
order made for its winding up or an administrator, liquidator or receiver is
- the other party ceases, or threatens to cease, to trade; or
- the other party takes or suffers any similar or analogous action in any
jurisdiction in consequence of debt.
14.5 On termination of the Contract for any reason:
- all licences granted under the Contract shall immediately terminate and Webhols
may immediately deactivate the Customer’s access to its account;
- each party shall return (or destroy at the other party’s option) and make no
further use of any equipment, property, Documentation and other items (and all
copies of them) belonging to the other party; and
- the accrued rights of the parties as at termination, or the continuation after
termination of any provision expressly stated to survive or implicitly surviving
termination, shall not be affected or prejudiced.
14.6 Following termination Webhols shall not store the Customer Data.
15. FORCE MAJEURE
Webhols shall have no liability to the Customer under the Contract if it is
prevented from or delayed in performing its obligations under the Contract, or
from carrying on its business, by acts, events, omissions or accidents beyond
its reasonable control, including, without limitation, strikes, lock-outs or
other industrial disputes (whether involving the workforce of Webhols or any
other party), failure of a utility service or transport or telecommunications
network, act of God, war, riot, civil commotion, malicious damage, compliance
with any law or governmental order, rule, regulation or direction, accident,
breakdown of plant or machinery, fire, flood, storm or default of suppliers or
sub-contractors, provided that the Customer is notified of such an event and its
16.1 A waiver of any right under the Contract is only effective if it is in
writing and it applies only to the party to whom the waiver is addressed and to
the circumstances for which it is given.
16.2 Unless specifically provided otherwise, rights arising under the Contract
are cumulative and do not exclude rights provided by law.
17.1 If any provision (or part of a provision) of the Contract is found by any
court or administrative body of competent jurisdiction to be invalid,
unenforceable or illegal, the other provisions shall remain in force.
17.2 If any invalid, unenforceable or illegal provision would be invalid,
enforceable or legal if some part of it were deleted, the provision shall apply
with whatever modification is necessary to give effect to the commercial
intention of the parties.
18. ENTIRE AGREEMENT
18.1 The Contract constitutes the whole agreement between the parties and
supersedes any previous contract, licence, arrangement, understanding or
agreement between them relating to the subject matter they cover.
18.2 The Customer acknowledges and agrees that it has not relied on any
undertaking, promise, assurance, statement, representation, warranty or
understanding (whether in writing or not) of any person (whether party to the
Contract or not) relating to the subject matter of the Contract, other than as
expressly set out in the Contract.
19.1 The Customer shall not, without the prior written consent of Webhols,
assign, transfer, charge, sub-contract or deal in any other manner with all or
any of its rights or obligations under the Contract.
19.2 Webhols may at any time assign, transfer, charge, sub-contract or deal in
any other manner with all or any of its rights or obligations under the
20. NO PARTNERSHIP OR AGENCY
Nothing in the Contract is intended to or shall operate to create a partnership
between the parties, or authorise either party to act as agent for the other,
and neither party shall have the authority to act in the name or on behalf of or
otherwise to bind the other in any way (including, but not limited to, the
making of any representation or warranty, the assumption of any obligation or
liability and the exercise of any right or power).
21. THIRD PARTY RIGHTS
The Contract does not confer any rights on any person or party (other than the
parties to the Contract and, where applicable, their successors and permitted
assigns) pursuant to the Contracts (Rights of Third Parties) Act 1999.
22.1 Webhols may revise these Terms from time to time and the current version of
the Terms shall apply to the Contract.
22.2 Whenever Webhols revises these Terms in accordance with this clause 22,
Webhols will give you notice of this on the Website by stating that these Terms
have been amended along with the relevant date at the top of this page.
22.3 Except for any variation by Webhols in accordance with this clause 22, no
variation of the Contract shall be effective unless it is agreed between the
parties in writing.
23.1 Any notice required to be given under the Contract shall be in writing and
shall be delivered personally or be sent by recorded delivery post or by email,
to the address or email address set out at clause 23.4, or to such other address
or email as is otherwise specified by one party by notice in writing to the
23.2 Webhols may alternatively give notice to the Customer via a message on the
Customer’s account area of the Website.
23.3 Any notice shall be deemed to have been duly received:
- if delivered personally, when left at the address and for the party referred to
in this clause; or
- if sent by recorded delivery post on the second Business Day after posting; or
- if sent by email upon receipt of a delivery receipt email from the correct email
- if delivered via a message on the Website, within two hours of its posting on
23.4 The addresses for notices are as follows:
Webhols: Webhols Ltd, 20 - 22 Wenlock Road, London, N1 7GU.
Customer: the postal address and email address of the Customer as provided to
Webhols when the Customer signed up to the Services.
23.5 If deemed receipt would occur on a day which is not a Business Day, deemed
receipt shall take place at 10.00 am on the next Business Day.
23.6 The provisions of this clause 23 shall not apply to the service of any
proceedings or other documents in any legal action.
24. GOVERNING LAW AND JURISDICTION
24.1 The Contract and any disputes or claims arising out of or in connection
with it or its subject matter or formation (including non-contractual disputes
or claims) are governed by, and construed in accordance with, the law of
24.2 The parties irrevocably agree that the courts of England have exclusive
jurisdiction to settle any dispute or claim that arises out of or in connection
with the Contract or its subject matter or formation (including non-contractual
disputes or claims).