This page was last updated: September 7, 2013
This page (together with the documents referred to on it) tells you the terms and conditions on which we supply our services described on our website www.softwex.com to you ("Services"). Our primary services are a domain name registration and renewal service ("Domain Registration and Renewal Service") or our website hosting ("Hosting Service").
Please read these terms and conditions carefully before ordering any Services from our website. You should understand that by ordering any of our Services, you agree to be bound by these terms and conditions.
Please read these terms and conditions carefully and print a copy for future reference.
Please click on the button marked "I Accept" at the end of these terms and conditions if you accept them. Please understand that if you refuse to accept these terms and conditions, you will not be able to order any Services from our website.
1.1 You acknowledge and agree to be bound by the terms of our privacy policy http://softwex.com/privacy-policy
1.2 By placing an order for the Services, you consent to us sending to you our regular newsletter. This newsletter is our primary method of communicating with you and will inform you of changes to our website, notify you of planned outages and updates, and keep you informed about our services generally.
2.1 www.softwex.com is a site operated by Softwex for Information Technology ("we", "us" and "our"). We are registered in Sudan under company number 33942 and have our registered office at Al-Taief Blog 78 Building 83, Khartoum - Sudan.
3.1 By placing an order through our website, you warrant that:
3.1.1 you are legally capable of entering into binding contracts.
3.2 If you are acting on behalf of a company or other business, you further warrant that you personally have the authority to bind that company or business on whose behalf you are placing an order.
4.1 You can only place an order for the Services once you have successfully registered an account with us. Information that you provide while registering an account with us must be complete and accurate. You agree that we may block access to your account and the Services we supply if we reasonably believe that the information you have supplied is inaccurate. You must keep your user name and password secret at all times and not allow anyone else to use it. You must contact us immediately if you believe your user name and password has become known to someone else.
4.2 Before you submit an order (by clicking the "Submit Order" button) you will be shown your order on screen including details of the Services you have wish to order and the price payable. You will then have an opportunity to identify and correct any input errors in your order for the Services.
4.3 You will only be allowed to submit an order once you have recharged your account using one of the payments options offered.
4.4 After placing an order for the Services we will give you details of the Services you have ordered. We will send the same details to you in an email, together with an invoice, to the email address you provided when you registered your account with us.
4.5 You can view copies of the invoices we have sent you and details of what you have purchased from our website by logging into your account.
5.1 After placing an order, you will receive a message from us accepting your order and, if appropriate, letting you know that the Hosting Service you have purchased has been activated ("Acceptance Confirmation"). Your order constitutes an offer to us to buy our Services and all orders are subject to acceptance by us. The contract between us ("Contract") will only be formed when we send you the Acceptance Confirmation. We may also decline your order for the Services for any reason, in which case we will tell you so.
5.2 The Contract will relate only to those Services we have confirmed in the Acceptance Confirmation. We will not be obliged to supply any other Services which may have been part of your order until such Services have been confirmed in a separate Acceptance Confirmation.
6.1 We may provide links on our site to the websites of other companies, whether affiliated with us or not. We cannot give any undertaking that products or services you purchase from companies to whose website we have provided a link on our website will be of satisfactory quality, and any such warranties are DISCLAIMED by us absolutely. This DISCLAIMER does not affect your statutory rights against the third party seller.
7.1 The price of any Services will be as quoted on our website from time to time, except in cases of obvious error.
7.2 The total cost of your order of the Services will be set out clearly in your Shopping Basket before you submit your order for the Services.
7.3 Prices are liable to change at any time. We will notify you of a change in our prices at least thirty (7) days before the price increase comes into force. If you do not agree to such price changes, please cancel your Services. If you do not cancel you will be deemed to have accepted the new prices, and they will be charged to the payment method registered to your account.
7.4 Our website contains the details of a large number of Services and it is always possible that, despite our best efforts, some of the Services listed on our website may be incorrectly priced. Where a Service's correct price is less than our stated price, we will charge the lower amount when accepting your order. If a Service's correct price is higher than the price stated on our website, we will normally, at our discretion, either contact you for instructions before accepting your order, or reject your order and notify you of such rejection.
7.5 We are under no obligation to provide the Services to you at the incorrect (lower) price, even after we have sent you an Acceptance Confirmation, if the pricing error is obvious and unmistakable and could have reasonably been recognized by you as a mis-pricing.
7.6 You must register a payment method for the Services you have ordered before submitting your order. You may pay by Softwex Card or Sudanese ATM card. We will take payment from the payment method you have registered against your account immediately upon sending you our Acceptance Confirmation or shortly thereafter. If we subsequently reject your order, we will refund the payment you have made to the Softwex Account or Sudanese ATM card.
7.7 Please note that when purchasing a Service, you are obliged to pay for that Service for the whole of the Minimum Term that applies to.
7.8 In case of using Electronic Bank Transfer the card issuing bank is not responsible for any delay or damage to the product or service provided through our website.
7.8.1 Fees on services are non-refundable.
7.8.2 If you have any complaints regarding Electronic Bank Transfer services provided by EBS, you shall call EBS canter number: +249 183 74 95 73 - +249 183 78 48 93
8.1 We warrant that (subject to the other provisions of these terms and conditions) any Services purchased from us through our website will be provided with reasonable care and skill.
8.2 We will not be liable for a breach of the warranty in clause 8.1 unless:
8.2.1 you give written notice of the breach to us through our support email support[@]softwex.com; and
8.2.2 we are given a reasonable opportunity after receiving the notice of examining our provision of the Services to you.
8.3 We will not be liable for a breach of the warranty in clause 8.1 if:
8.3.1 the problem arises because you failed to follow our oral or written instructions as to the use of the Services (if there are any); or
8.3.2 you alter the Services without our written consent; or
8.3.3 the problem arises because of misuse.
8.4 We reserve the right to modify the Services without notice to you provided such modification does not adversely effect your access to, or use of, the Services or detract from the overall performance of the Services.
8.5 You acknowledge that you have not relied on any statement, promise or representation made or given by or on our behalf which is not set out on our website or otherwise confirmed in writing by us. Nothing in this clause will exclude or limit our liability to you for fraudulent misrepresentation.
9.1 You are responsible for making all arrangements necessary for you to have access to our Hosting Services. You are also responsible for ensuring that all persons who access our Services through your Internet connection are aware of these terms and conditions (and in particular our acceptable use policy) and that they comply with them.
10.1 We will use our reasonable endeavors to make sure our providers servers available to you. We do not warrant access to our servers will be uninterrupted or error free but we shall use reasonable endeavors to keep downtime to a minimum. We shall make all commercially reasonable efforts to provide you with advanced notification of all scheduled and emergency outages our website or through our newsletter.
10.2 Service credits are not given for any form of downtime or service unavailability.
11.1 You will have no right, title or interest in any internet protocol address ("IP address") allocated to you, and any IP address allocated to you is allocated as part of the Hosting Service you purchased and is not portable or otherwise transferable by you in any manner whatsoever.
11.2 If an IP address is re-numbered or re-allocated by us, we shall use our reasonable endeavors to avoid any disruption to you.
11.3 You agree that you shall have no right, title or interest to any IP address upon expiry or termination of the Services, and that the acquisition by you of a new IP address following expiry or termination of the Services shall be solely your responsibility.
12.1 It is your responsibility to maintain appropriate and up-to-date back-up copies of any data, information or other material you upload (or permit to be uploaded) onto our servers ("Material") as part of your use of the Hosting Services. In the event of loss of or damage to your Material, you will not be given access to the server back-up which our providers maintains pursuant to our archiving procedure.
12.2 In the event of any loss or damage to our servers, your sole and exclusive remedy will be for us to use reasonable commercial efforts to restore the data on our providers servers (including your Material) from the latest back-up we maintained in accordance with the archiving procedure. We will not be responsible for any loss, destruction, alteration or disclosure of your Material caused by you or any third party.
13.1 If a problem has arisen with regard to the Services or your registered account, you can email our support team through support[@]softwex.com
13.2 Our support team will help resolve any problems you have with the Services you are receiving. We will not provide programming support to you, but, as part of our Hosting Services, our servers are compatible with many programming languages.
14.1 Where the Contract includes our Domain Registration and Renewal Service:
14.1.1 we will endeavor to procure the registration of the domain name you request;
14.1.2 we will not be liable in the event that the relevant domain name registry refuses to register the domain name you request, or subsequently suspends or revokes any registration for that domain name;
14.1.3 we shall not act as your agent or on your behalf in any dealings with domain name registry;
14.1.4 the registration of the domain name you request and its ongoing use is subject to the relevant domain name registry's terms and conditions;
14.1.5 you are responsible for ensuring that you are aware of the terms so that you can comply with them;
14.1.6 the domain name you request will only have been successfully registered when you appear as the registrant on the appropriate "whois" database of the top level domain name registrar;
14.1.7 we shall have the absolute discretion to require you to select a replacement domain name to the one you have requested to be registered, and may suspend or terminate our performance of the Domain Registration and Renewal Service, if, in our opinion, there are reasonable grounds for us to believe that your current choice of name is, may or is likely to be in bad faith, breach of the provisions of these terms and conditions or any legal or regulatory requirement; and
14.1.8 you confirm and warrant that you are the owner of any trade mark in any domain name (or have the authority of the owner of any trade mark to use such name) that you have requested be registered.
14.2 You confirm and warrant that you are the legal owner of any domain name (or have the authority of the legal owner to use such domain name) supplied by you, or otherwise authorized by you, for use as a domain name in connection with any website in relation to which the Hosting Service supplied to you is used.
14.3 Once the domain name has been successfully registered, it will need to be renewed periodically to ensure you retain your registration of it. We will send you renewal notices thirty (30) days and seven (7) days before the renewal date of your registered domain name. These notices will be sent to the email address then registered against your account. You hereby authorize us to automatically renew the domain name for you unless you have cancelled the Domain Registration and Renewal Service. The price will be charged against your Softwex Account.
16.1 You, or your licensor, retain all intellectual property rights in your Material, and you grant to us a worldwide, non-exclusive, royalty free license to use, store and maintain your Material on our servers and publish your Material on the Internet for the purpose of providing the Hosting Service to you. You warrant that your Material does not infringe the intellectual property rights of any third party and you have the authority to grant the license in this clause to us. We may make such copies as may be necessary to perform our obligations, including making back-up copies of your Material.
16.2 You will defend, indemnify and hold us harmless 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 your use of the Services or of any claim or action that your Material infringes, or allegedly infringes, the intellectual property rights of a third party.
16.3 If you download software we own from our website, we grant you a non-exclusive, non-transferable royalty free license to use that software for the purpose set out on our website in relation to that software. Such license will automatically terminate when we stop providing the Hosting Services to you.
16.4 Any third party software that you download from our website shall be licensed to you on the standard software license terms of the owner of the intellectual property rights in that third party software as those license terms are notified to you at the time you download such software.
16.5 We retain all intellectual property rights in the Hosting Services (other than in your Material) and our software. Accordingly, you must not decompile, disassemble or reverse engineer the Hosting Services or our software.
16.6 We will defend you against any claim that the Hosting Services (but not materials stored or maintained on our servers by third parties) infringe any Sudanese intellectual property rights of a third party, and shall indemnify you for any amounts awarded against you in judgment or settlement of such claims, provided that:
16.6.1 you give prompt notice of any such claim;
16.6.2 you make no admissions or settlements without our prior written consent;
16.6.3 you provide reasonable co-operation to us in the defense and settlement of such claim, at your expense; and
16.6.4 we are given sole authority to defend or settle the claim.
16.7 In the defense or settlement of the claim, we may obtain for you the right to continue using the Hosting Services, replace or modify the Hosting Services so that they become non-infringing or, if such remedies are not reasonably available, terminate the Contract with you without liability to you (in which case we will refund to you the price you have paid on a pro-rata basis). We will have no liability to defend or indemnify you if the alleged infringement is based on:
16.7.1 a modification of the Hosting Services by anyone other than us;
16.7.2 your use of the Hosting Services in a manner contrary to our instructions or our acceptable use; or
16.7.3 your use of the Hosting Services after notice of the alleged or actual infringement from us or any appropriate authority.
16.8 The foregoing states your sole and exclusive rights and remedies, and our entire obligations and liability, for the infringement of any third party's intellectual property rights by the Hosting Services.
17.1 We do not monitor and will not have any liability for your Material or any other communication you transmit, or allow to be transmitted, by virtue of the Hosting Services.
17.2 Due to the public nature of the Internet, we shall not be liable for the protection of the privacy of electronic mail or any other information transferred through the Internet or via any network provider and no guarantee or representation is given that the Hosting Services will be free from hackers or unauthorized users. You shall be liable for the content of any emails transmitted by virtue of the Hosting Services, for any material you upload to, or allow to be uploaded to, our servers and for ensuring compliance at all times with all relevant legislation.
17.3 All conditions, terms, representations and warranties that are not expressly set out in these terms and conditions (or the documents referred to in them) are hereby expressly excluded.
17.4 We do not exclude or limit in any way our liability:
17.4.1 for death or personal injury caused by our negligence;
17.4.3 for fraud or fraudulent misrepresentation; or
17.4.4 for any matter for which it would be illegal for us to exclude, or attempt to exclude, our liability.
17.5 We will not be responsible for the following types of losses (in each case whether direct, indirect or consequential) and whether they are caused by our negligence or otherwise:
17.5.1 loss of income or revenue;
17.5.2 loss of business;
17.5.3 loss of profits or contracts;
17.5.4 loss of anticipated savings;
17.5.5 loss of goodwill;
17.5.6 loss of software or data;
17.5.7 wasted expenditure (such as pay per click advertising costs); or
17.5.8 wasted management or office time.
17.6 Our maximum aggregate liability under or in connection with the performance or contemplated performance of the Contract, whether in contract, tort (including negligence) or otherwise, shall in no circumstances exceed one hundred and ten (110) per cent of the price you have paid to us for the Services during the twelve (12) months preceding the event giving rise to the liability in question.
17.7 Where you buy any product or service from a third party seller through following a link on our website to such third party's website, the seller's individual liability will be set out in the seller's terms and conditions. You should consult such terms and conditions.
18.1 That part of the Contract relating to our Domain Registration and Renewal Service will commence on the date we send you our Acceptance Confirmation. It will continue until:
18.1.1 we have registered the domain name you have requested (the "Domain Name") and you subsequently ask us not to renew the registration of your Domain Name by logging into your Softwex Account and setting the Domain Name renewal option to "cancel" at anytime before the renewal date; or
18.1.2 we terminate the supply of our Domain Registration and Renewal Service by notice to you because:
18.1.2.1 the Domain Name is no longer available for registration;
18.1.2.4 of some other reason preventing the registration of the Domain Name.
18.3 That part of the Contract relating to Services other than our Domain Registration and Renewal Service will also commence on the date we send you our Acceptance Confirmation. Unless such Services are terminated as provided in this clause 18.3, they shall continue for the minimum period of time that applies to the Service you have purchased (as these are set out on our website and subsequently confirmed in the Acceptance Confirmation) ("Minimum Term"). After expiry of the Minimum Term, they will continue on a month to month basis until terminated:
18.3.2 by us giving to you at least thirty (30) days advanced notice in written sent to the then current email address registered against your account.
18.4 The monthly price for Services we supply under Contracts that continue on a month to month basis under clause 18.3 shall be charged monthly in advance directly to a credit card, debit card or other payment method registered against your account. Such payment will be taken on the same date of the month as on which the Services had originally commenced ("Payment Date") unless or until you cancel the Services in accordance with clause 18.3.1. We will not provide you with a refund for a cancellation that is part-way through a billing period. Where the Payment Date does not recur in a particular month (e.g., 31 January, but there is no 31 February), you will be charged on the closest preceding date to the Payment Date (e.g., 28 February) for that month.
18.5 Without prejudice to any other right to terminate or suspend the Services we may have under these terms and conditions, our website terms of use or our acceptable use policy, we may terminate the Contract at any time by giving you thirty (3) days advance notice by emailing you at the email address registered against your account.
18.6 Notwithstanding anything to the contrary in these terms and conditions, if you are in breach of an obligation of these terms and conditions we may terminate the Contract by seven (7) days notice to you and/or, at our absolute discretion, terminate or suspend without notice any individual Services we provide to you from time to time.
18.7 Expiry or termination of the Contract shall be without prejudice to any rights and liability of either of us arising in any way under that Contract as at the date of expiry or termination.
19.1 If you cancel your Services, any data we hold or host in relation to the Services you have cancelled will be immediately and permanently deleted from our system. Accordingly, you are strongly advised to make appropriate copies of such data before you cancel your Services.
20. Additional terms
20.1 Additional terms and conditions may apply for our offers. If so, you will be advised of them at the relevant point.
21.1 Applicable laws require that some of the information or communications we send to you should be in writing. When using our website, you accept that communication with us will be mainly electronic. We will contact you by e-mail or provide you with information by posting notices on our website. For contractual purposes, you agree to this electronic means of communication and you acknowledge that all contracts, notices, information and other communications that we provide to you electronically comply with any legal requirement that such communications be in writing.
22.1 The Contract is binding on you and us and on our respective successors and assigns.
22.2 You may not transfer, assign, charge or otherwise dispose of the Contract, or any of your rights or obligations arising under it, without our prior written consent.
22.3 We may transfer, assign, charge, sub-contract or otherwise dispose of the Contract, or any of our rights or obligations arising under it, at any time during the term of the Contract.
23.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under the Contract that is caused by events outside our reasonable control ("Force Majeure Event").
23.2 A Force Majeure Event includes any act, event, non-happening, omission or accident beyond our reasonable control and includes in particular (without limitation) the following:
23.2.1 misuse, alteration or interference by you or any third party of our servers or systems (including virus and hacker attacks);
23.2.2 strikes, lock-outs or other industrial action;
23.2.3 civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war;
23.2.4 fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster;
23.2.5 impossibility of the use of public or private telecommunications networks; and
23.2.6 the acts, decrees, legislation, regulations or restrictions of any government.
23.3 Our performance under the Contract will be deemed to be suspended for the period that the Force Majeure Event continues, and we will have an extension of time for performance for the duration of that period. We will use our reasonable endeavors to bring the Force Majeure Event to a close or to find a solution by which our obligations under the Contract may be performed despite the Force Majeure Event.
24.1 These terms and conditions and any document expressly referred to in them represent the entire agreement between us both in relation to the subject matter of any Contract and supersede any prior agreement, understanding or arrangement between us, whether oral or in writing.
24.2 We each acknowledge that, in entering into the Contract, neither of us has relied on any representation, undertaking or promise given by the other or be implied from anything said or written in negotiations between us prior to such Contract except as expressly stated in these terms and conditions.
24.3 Neither of us shall have any remedy in respect of any untrue statement made by the other, whether orally or in writing, prior to the date of any Contract (unless such untrue statement was made fraudulently) and the other party's only remedy shall be for breach of contract as provided in these terms and conditions.
25.1 We have the right to revise and amend these terms and conditions from time to time to reflect changes in market conditions affecting our business, changes in technology, changes in payment methods, changes in relevant laws and regulatory requirements and changes in our system's capabilities.
25.2 You will be subject to the policies and terms and conditions in force at the time that you order services from us.
25.3 No variation of these terms and conditions shall be valid unless it is in writing and signed on our behalf.