When using the services of Giles Morris Limited ("GML") via this website you agree to be bound by the terms
and conditions listed on this page (the "Terms of Service"), which
may be updated by us from time to time.
By using this website you are confirming that you
have read and understood this Agreement and agree to be bound by the
This Service Agreement (the "Agreement") is between GML Limited and YOU the person acknowledging
this Agreement ("the Member").
1. Provision of Service
GML Limited agrees to provide the Member access to the online
services (the "Service") that will allow the storage, processing and
retrieval of data (the "Data") submitted by the Member under the Terms
of Service set forth in this Agreement.
GML Limited may change the Service from time to time
provided that notice of any such change or changes is posted on the
GML website for review by the Member.
2. Fees and Charges
The GML website is free to use but Members may opt to pay for certain services and in such cases all accounts are billed in advance. All pricing is guaranteed for
the term of pre-payment. GML Limited reserves the right to
change prices at any time. Payment is due monthly from the date the
account was established. Any account not brought current within a
week of email notice that payment is outstanding is subject to suspension.
The Member is responsible for all money owed on the account from the
time it was established to the time that the Member notifies GML Limited in writing for a request for termination of services.
Cheques returned unpaid will be assessed a GBP10 charge. All payment
is in GBP currency.
GML Limited reserves the right to cancel the Service at any
time. Customers can cancel the Service with thirty (30) days advance
written note. Due to security concerns, all account cancellations
must be done in writing via UK mail, fax or email (using the email
address used by the Member to log in to the Service) stating the Contact
Name, Company Name and reason for cancellation.
4. Data and Content
GML Limited is not responsible for the Data, or any of the
content (the "Content") of the Member account. GML Limited
does not verify, endorse or otherwise vouch for the completeness, accuracy
or validity of any Content. Members may be held legally liable for the
Content of their account and may be held legally accountable if their
Content includes, for example, defamatory comments or material protected
by copyright, trademark, patent or trade secret law without the express
permission of the author or owner.
GML Limited agrees to exercise reasonable care to prevent
any unauthorised person or entity from gaining access to the Data.
Both parties agree to promptly notify the other of any unauthorised
access to or use of Data or passwords. Both parties agree to use all
reasonable efforts to take remedial measures to rectify any such unauthorised
access. GML Limited shall not be liable for any damages incurred
by the Member in connection with any unauthorised access to or disclosure
of Data resulting from the actions of the Member or any third party,
or from the failure of electronic or other security measures.
Cookies are small pieces of information that are sent to your browser
- along with a web page - when you access a website.
There are two kinds of cookies, stored cookies and "per-session"
Stored cookies make web-surfing easier for you by, for example, saving
your password so that you do not need to login to a website each time
you visit it. A stored cookie can also, for example, save your browsing
preferences so that the next time you visit a particular website the
webpage content is tailored for you by the stored cookie telling the
webpage what it is that you prefer.
A stored cookie is saved by your browser as a line of text to a file
on your hard drive. Depending on your browser settings, you may receive
notification that a given site is requesting cookie information. Stored
cookies have an expiration date.
A "per-session" cookie, on the other hand, is a line of text
that is stored temporarily in your computer's memory or RAM. Because
a per-session cookie is never written to a hard drive, it is destroyed
as soon as you close your browser window. Per-session cookies have no
date associated with them, and usually expire after, say, twenty minutes
of browser inactivity.
This website uses "per-session" cookies only, to allow you
to login in to password protected webpages in this website.
A "per-session" cookie is created when you first login to
a password protected webpage on this website and tells the web server
to allow you to access other password protected webpages without having
to login again each time. If your browser settings do not allow "per-session"
cookies then you will not be able to login to password protected webpages.
To use this website, you do not need to have all cookies enabled in
your browser. However, to login you must have the following browser
- Netscape - "Accept only cookies that get sent back to the originating
- Internet Explorer - "Allow per-session cookies (not stored)"
8. Digital Signatures
This website makes use of digital signatures to sign online documents,
as defined in the Electronic
Transactions Act 2000.
Your email address and username are unique to you and created when you register on this website.
Your email address will be used to verify your identity via a once only verification process
whereby a verification link will be sent to your email address and which you will need to
click on to enable further access to the website once you have received the verification email.
Therefore by clicking the verification link you are verifying that your username and
email address are under your control and you certify that your username is used only by you.
Your password, that you certify is known only to you, is used to confirm
your username when you access certain password protected webpages in
You will only be allowed to access password protected webpages in this
website if you submit your username and matching password when requested
to do so. This is the process of logging in.
Logging in to this website in this manner uniquely identifies you to
GML Limited and you certify that this is your digital signature used
on this website.
9. Electronically Signing Documents
You may be asked to electronically sign documents presented to you
by password protected webpages in this website.
You agree that your digital signature is provided by you by the action
of logging in to the password protected webpages.
To electonically sign a document there will be a statement explaining
how to apply your digital signature to the document by the action of
clicking a specified button on the document.
You agree that by clicking such a button you are signing the document
using your digital signature.
10. Disclaimer/Limitation of Liability
GML Limited will not be responsible for any damages your business
may suffer arising from or relating to your use of the Service. GML Limited makes no warranties of any kind, expressed or implied
for the Service. GML Limited disclaims any warranty or merchantability
or fitness for a particular purpose. Without limiting the foregoing,
GML Limited shall not be liable for any loss of data resulting
from delays, non delivery, wrong delivery, or any and all Service
interruptions caused by GML Limited or its employees.
Without limiting the foregoing, GML Limited shall not be liable
to you or your business for any incidental, consequential, special,
or punitive damages or lost or imputed profits or royalties arising
out of this agreement or any services provided, whether for breach of
warranty or any obligation arising therefrom or otherwise, whether liability
is asserted in contract or tort (including negligence and strict product
liability) and irrespective of whether you have been advised of the
possibility of any such loss or damage. Each party hereby waives any
claims that these exclusions deprive such party of an adequate remedy.
Notwithstanding any other term or provision of this Agreement, GML Limited's
liability to you or your business for any cause whatsoever, whether
arising under this Agreement or otherwise, shall be limited to the amount
paid by you to GML Limited under this Agreement within the
one year preceding the event (or last in a series of events) which gave
rise to the claim. Direct damages subject to this limit shall be your
sole and exclusive remedy. All claims for damages must be asserted within
one year of the event (or last in a series of events) to which they
relate or be forever barred.
The provisions set forth above allocate the risks under this Agreement
between the parties. GML Limited's Fees and Charges reflects
the allocation of risk and limitation on liability specified herein.
You agree that this allocation and limitation are not unconscionable
The Member agrees to indemnify, defend and hold harmless GML
Limited, its affiliates, officers, directors, employees, consultants
and agents from any and all losses, claims, liability, damages and/or
costs (including, but not limited to, legal fees) arising from the
Member's use of the service, the Member's violation of the Terms of
Service or the Member's infringement, or infringement by any other
user of the Member's account, of any intellectual property or other
right of any person or entity. The Terms of Service will inure to
the benefit of GML Limiteds successors, assigns and licensees.
12. Interruption of Service
The Service may be temporarily interrupted or curtailed due to equipment
modifications, upgrades, relocations, repairs and/or other similar
activities necessary during the operation and upgrade of the Service.
No reduction of payments will be made in the case of temporary interruption
of the Service. In no event shall GML Limited be liable for
any damages due to temporary interruption of the Service. GML
Limited will not be liable for interruption or delays in transmission
or errors or defects in transmission or failure to transmit when caused
by acts of God, fire, water, riots, acts of Government or any other
causes beyond the control of GML. The Member will access the
Service over the public Internet and therefore temporary disruptions
of network connectivity and interruption or delays in transmission
may occur from time to time. GML Limited will not be liable
for such interruption or delays, errors, defects or failure of transmission.
The headings contained in this Agreement are for convenience
of reference only and shall not affect its construction.
In the event that any terms contained in this Agreement
are determined to be invalid or unenforceable to any extent, such terms
shall be severed from the body of this Agreement which shall continue
to be valid and enforceable to the fullest extent permitted by law.
15. Governing Law
The parties hereby agree that this Agreement shall
be construed in accordance with Manx Law and the parties
submit to the exclusive jurisdiction of the Isle of Man Courts.
No delay or failure by the party in enforcing against
the other party any term or condition of this Agreement and no partial
or variation exercise by either party of any rights hereunder shall
be deemed to be a waiver of any right of that party under this Agreement.
If there is any dispute between the parties relating
to any of the arrangements set out in this Agreement it shall be referred
to such independent third party (the "Third Party") as the parties
shall jointly nominate. If the parties fail to nominate or agree on
a Third Party within 28 days of the date of occurrence of the dispute
in question, then a Third Party shall be nominated at the request
of either GML Limited or the Member by the Institute of Chartered
Accountants in England and Wales. This Clause does not remove any
legal rights of a party to seek resolution of any dispute through
the English Courts.
18. Entire Agreement
This Agreement constitutes the whole and only agreement
between the parties relating to the Service and, save to the extent
repeated in this Agreement, supersedes and extinguishes any prior drafts,
agreements, undertakings, representations, warranties and arrangements
of any nature whatsoever, whether or not in writing, relating thereto.
By using this website you are confirming that you have
read and understood this Agreement and agree to be bound by the Terms