Terms & Conditions

1 Definitions

“Content” means the information, photographs, graphics, and other material on the website.
“Installation” means all of the computer hardware and software and any other machinery and equipment operated in conjunction with it and used by us to provide the Services.
“Post” means to display, exhibit, publish, distribute, transmit and/or disclose information, details and/or other material on the website, and the phrases “Posted” and “Posting” shall be interpreted accordingly.
“Schedule” means the annexure at the end of these terms and conditions that contains the Subscription Agreement and forms a part of these terms and conditions.
“Goods and Services” means and includes all or any goods or services provided by us through the website, including but not limited to the facility of a virtual PA, calendar, contacts, calendar, VOIP, mobile telephone services and mobile business tools etc.
“Subscription Agreement” means the agreement as provided in the schedule to these terms and conditions. It explains the additional terms to join us for availing the Services.
“User” means any person who uses the Services or visits the website for any purpose and is identified as ‘you’ under these terms and conditions.
“Website” means our websites http://icomplete.com and includes all web pages controlled by us.
“We”, “us”, etc. means White Fluffy Cloud Limited. Where the context permits it also includes any business company or individual who shares an interest in the sale of any goods and/or service promoted on the website. Without limitation, it includes any subsidiary or associated company of ours, together with any licensor, affiliate, or network partner fort he purposes of these terms.

2 Our contract

These terms and conditions regulate the business relationship between you and us. By buying our Services or using our Website free of charge, you agree to be bound by them.

3 Changes to terms

We may change these terms from time to time information of which shall be provided to you 30 days in advance. The terms that apply to you are those posted here on our Website on the day you order Goods and /or Services from us. It may be useful to print a copy now. You will be deemed to have consented for amended terms and agree to be bound by them on the expiry of 6 days from their posting on the Website.

4 Price and payment

4.1 The price charged for any Service may differ from one country to another. You may not be entitled to the lowest price unless you reside in the qualifying country.

4.2 Prices are exclusive of any applicable value added tax or other sales tax and other charges, unless stated otherwise. You are responsible for any applicable taxes and other charges.

4.3 We reserve the right to increase the price of the Services offered by us from time to time by informing you 30 days in advance of our intention to do so.

4.4 In case there is a fixed time length and price for the Services availed by you , then the original price will prevail for that time period. After the expiry of the offer period you will be charged for the Services at the new price.

4.5 In case you do not agree to the altered price, then you may cancel and stop using the Services before the changes come in force.

4.6 Banking charges by the receiving bank on payments to us will be borne by us. All other charges relating to payment in a currency other than pounds Sterling will be borne by you.

4.6 Any details given by us in relation to exchange rates are approximate only and may vary from time to time.

4.7 You will pay all sums due to us under these terms by the means specified without any set-off, deduction or counterclaim.

4.9 Except as set out in FAQ or code of conduct etc, all monies paid by you to us are non-refundable and cancellation and/or termination of these terms by you or us at any time for any reason will not entitle you to a refund of monies paid.

4.10 You will pay the Service charge in advance. If you instruct us that that the Services should be automatically renewed, we may automatically renew your Service and charge you for any renewal term.

4.11 We will provide you an online billing statement. If you request for a paper copy, we may charge a fee for this. We will only provide the paper copies for the last 4 month. If you find any error with regards to your bill, you must inform us immediately of such error within 14 days of discovery of such error appearing on your bill, failing which, we will not be liable for any loss resulting from that error.

4.12 If any sum payable by you is not paid when due, you shall pay to us an interest @ 2% on it, calculated on a daily basis and compounded quarterly from the due date until payment at the rate of London Interbank Offered Rate.

4.13 If you have any payment due on us, you shall provide all information which we require to properly make the payment. If you receive a payment that was not due to you, you shall cooperate with us in reversing or returning of the payment.

4.14 Title of Goods does not pass to the purchaser until the full and final payment to us. The responsibility and risk in the Goods shall pass to the buyer at the point of delivery and White Fluffy Cloud Limited shall have no responsibility in respect of the safety of the Goods thereafter.

5 Acceptable use policy

You agree to comply with these provisions:

5.1 You will not use or allow anyone else to use the Website to post or otherwise publish:

5.1.1 copyright works;

5.1.2 commercial audio, video or music files;

5.1.3 any material which violates the law of any established jurisdiction;

5.1.4 unlicensed software;

5.1.5 software, which assists in or promotes: emulators, freaking, hacking, password cracking, IP spoofing;

5.1.6 links to any of the material specified in this paragraph;

5.1.6 pornographic material;

5.1.7 any material promoting discrimination or animosity to any person on grounds of gender, race or colour.

5.2 You will not use the Services for spamming. Spamming includes, but is not limited to:

5.2.1 the bulk sending of unsolicited messages, or the sending of unsolicited emails which provoke complaints from recipients;

5.2.2 the sending of junk mail;

5.2.3 the use of distribution lists that include people who have not given specific permission to be included in such distribution process;

5.2.4 excessive and repeated posting off-topic messages to newsgroups;

5.2.5 excessive and repeated cross-posting;

5.2.6 email harassment of another internet user, including but not limited to, transmitting any threatening, libellous or obscene material, or material of any nature which could be deemed to be offensive;

5.2.6 the emailing of age inappropriate communications or content to anyone under the age of 17.

5.3 You will not use the Services in a manner, which violates any city, local, state, national or international law or regulation, or which fails to comply with accepted internet protocol. You will not attempt to interfere in any way with our networks or network security, or attempt to use the Services to gain unauthorised access to any other computer system.

5.4 You will immediately notify us, of any security breach or unauthorised use of your account. You will not interfere in any way with another User(s) use of the Services. You will not resell, rent, lease, grant a security interest in, or make commercial use of the Services without our express written consent.

5.5 You agree not to assign, transfer, or authorise any other person to use, your Subscription Agreement. In case you do so, we reserve the right to terminate your Subscription Agreement.

5.6 You may be able to place advertisement in or through the Services provided that the advertisement does not violate any intellectual property of any third party and does not breach the right of person or entity and is not defamatory.

6 Information you give us

You agree that you have provided us, and will continue to provide us accurate, up to date and complete information about yourself.

7 System security

7.1 You agree that you will not violate and will not allow any other person to, violate or attempt to violate any aspect of the security of the Installation;

7.2 You agree that you will, in no way, modify, reverse engineer, disassemble, decompile, copy, or cause damage or unintended effect to any portion of the website, or any software used on the website, and that you will not permit any other person to do so.

7.3 You understand that any such violation is unlawful in many jurisdictions and that any contravention of law may result in criminal prosecution.

7.4 Examples of violations are:

7.4.1 accessing data unlawfully or without consent;

7.4.2 attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures;

7.4.3 attempting to interfere with service to any user, host or network, including, without limitation, via means of overloading, “flooding”, “mail bombing” or “crashing”;

7.4.4 forging any TCP/IP packet header or any part of the header information in any email or newsgroup posting;

7.4.5 taking any action in order to obtain services to which you are not entitled.

8 Content and intellectual property rights

8.1 Title, ownership rights and intellectual property rights in the Content whether provided by us or by any other content provider shall remain the sole property of us and / or the other content provider. We will strongly protect such rights in all countries.

8.2 You may not copy, modify, publish, transmit, transfer or sell, reproduce, create derivative works from, distribute, perform, display, or in any way exploit any of the Content, in whole or in part, except as is expressly permitted in these terms.

8.3 Subject to these terms and conditions, you may Post any Content owned by you on the Website. You accept all risk and responsibility for determining whether any Content is in the public domain. You grant to us the right to edit, copy, publish, distribute, translate and otherwise use in any medium and for any purpose any Content that is posted by you. You represent and warrant that you are authorised to Post such content and grant all such rights.

8.4 You may download or copy the Content only for your own personal use, provided that you maintain all copyright and other notices contained in such Content. You may not store electronically any significant portion of any Content.

9 Indemnity

You agree to indemnify us against any claim or demand, including reasonable lawyers’ fees, made by any third party due to or arising out of your use of the Services, the breach or violation of these terms by you, or the infringement by you, or by any other user of the Services using your computer, of any intellectual property or other right of any person or entity, or as a result of any threatening, libellous, obscene, harassing or offensive material contained in any of your communications.

10 Interruption to the service

10.1 If it is necessary for us to interrupt the Services then we may do so without giving you prior warning.

10.2 You acknowledge that the Services may also be interrupted for reasons beyond our control.

10.3 You agree that we are not liable to you for any loss whether foreseeable or not, arising as a result of interruption to the Services.

11 Our liability

11.1 Your use of the Services is without any warranty or guarantee.

11.2 Where we provide a service without specific charge, then it is deemed to be provided free of charge, and not to be associated with any other service for which a charge is made. Accordingly, there is no contractual or other obligation upon us in respect of any such service.

11.3 We or our content suppliers may make improvements or changes to the website, the content, or to any of the products and services described on the website, at any time and without prior notice to you.

11.4 You are advised that content may include technical inaccuracies or typographical errors.

11.5 We give no warranty and make no representation, express or implied, as to:

11.5.1 the truth of any information given on the website by any associate or third party;

11.5.2 any implied warranty or condition as to merchantability or fitness for a particular purpose;

11.5.3 compliance with any law;

11.5.4 non-infringement of any right.

11.6 Much of the material provided on the Website is Posted (and thereby published) by Users. We are under no obligation to monitor, vet, check or approve any such material. We disclaim all responsibility for information published on the Website by any person.

11.6 The Website contains links to other Internet Websites. We have neither power nor control over any such Website. You acknowledge and agree that we shall not be liable in any way for the content of any such linked Website or for any loss or damage arising from your use of any such website or the products offered by them.

11.7 In no event shall we or our content suppliers be liable for any special, indirect or consequential damages or any damages whatsoever resulting from loss of use, loss of data or loss of revenues or profits, whether in an action of contract, negligence or otherwise, arising out of or in connection with the use of the website or the content available from this website.

11.9 Any claim related to these Terms and Conditions or Services may be brought within one year of occurrence of such claim. Your claim will be barred permanently in case it is not filed within the specified time. The one-year period shall begin on the date when the claim first could be filed.

12 Storage of data

12.1 We assume no responsibility for the deletion or failure to store, deliver or timely delivery of messages.

12.2 We may, from time to time and without notice, set limit(s) on the number of messages a User may send, store, or receive through the service, and we retains the right to delete any emails above such limit(s) without any liability whatsoever, and you hereby release us from any such liability. Any notice provided by us to you in connection with such limit(s) shall not create any obligation to provide future notification regarding any change(s) to such limit(s).

12.3 Should you wish to continue to store your data in your icomplete account but place the account on hold until you wish to reactivate it in future you would need to give us written notice via email to support@icomplete.com with the details, i.e. how long you wish to put the account on hold etc.  We charge a holding fee of £5 per month + vat.  If you wish to reactivate your icomplete account at a later date please be aware that we charge a reactivation fee of £25 + vat.

12.4 See Termination section regarding procedures on exporting your contact data out if you wish to terminate your account at any time.

13 Modification

These terms may be changed by us at any time, by giving you a 30 days advance notice of our intention to do so. Your continued use of the Services after such modifications shall be deemed an acceptance by you to be bound by the modified terms. In addition to that, we reserve the right at all times to modify the Services as per our sole discretion without any prior notice to you.

14 Termination

14.1 You may terminate these terms at any time, for any reason, with immediate effect. You may terminate the agreement either by sending notices to us by post or email, or by completing the form on the Website and submitting it. We reserve the right to check the validity of any request to terminate the Subscription Agreement with you.

14.2 We may terminate this agreement at any time, for any reason, with immediate effect by sending you notice to that effect by post or email.

14.3 If we terminate, we shall be under no liability to you whatsoever, and you hereby release us from any such liability.

14.4 Termination by either party shall have the following effects:

14.4.1 your right to use the Services immediately ceases;

14.4.2 we are under no obligation to forward any unread or unsent messages to you or any third party;

14.4.3 Any data you have stored on the Services may not be retrieved later;  We would recommend that you export your data before you close your account, as it may not be possible to retrieve it later. We provide the following functionality to allow you to extract your data:

a. contact – including tags, notes and custom fields

b. calendar – via SyncML synchronisation

c. files – via download

Tasks and history are not currently available for self-extraction, we will however assist you with providing this information in a machine readable format (excluding file attachments – we can extract attachments and provide these on physical media at a cost of £100 per GigaByte of data). Should you require data to be extracted in a different format other than what we usually supply, then our standard professional fees will be chargeable. We will usually aim to complete any requests within 14 days of the receipt of your request.

14.4.4 It will not alter your obligation to pay all charges made to your billing account.

14.5 In the event of such termination by us, we will refund to you the balance of your subscription outstanding for any Service, pro rata with time not elapsed within 14 days;

14.6 There shall be no reimbursement or credit if the Service is terminated due to your violation of these terms.

14.7 We retains the right, at our sole discretion, to terminate any and all parts of the Services provided to you, without refunding to you any fees paid if we decide in our absolute discretion that you have failed to comply with any of these terms.

14.8  Notice period for termination and procedure -You may cancel immediately.  Please notify in writing to our support team by emailing to: support@icomplete.com  instructing your wish to cancel your account from immediate effect or from a specific date allowing enough  time to sort out exporting out your contact data.

If you have set up a Direct Debit mandate then if you inform us AFTER your billing date and the Direct Debit monthly subscription has already been processed then you will be paid up until the next invoice date where the monthly payment will have been terminated from.

However if you inform us BEFORE your invoice billing date then you will not be charged for the next invoice due.  Always check your invoice billing date at this will guide.

15 Severability

If any of these terms is at any time held by any jurisdiction to be void, invalid or unenforceable, then it shall be treated as changed or reduced, only to the extent minimally necessary to bring it within the laws of that jurisdiction and to prevent it from being void and it shall be binding in that changed or reduced form. Subject to that, each provision shall be interpreted as severable and shall not in any way affect any other of these terms.

16 Action limit

You and we agree that any cause of action arising out of or related to the Services must commence within one year after the cause of action arose; otherwise, such cause of action is permanently barred.

17 No duty to monitor

We are under no obligation to monitor or record the activity of any customer for any purpose, nor do we assume any responsibility through our AUP (Acceptable Use Policy) or otherwise to monitor or police Internet-related activities.

18 Force majeure

18.1 Neither party shall be liable for any breach of its obligations resulting from causes beyond its reasonable control including acts of God, fire, natural disaster, war or military hostilities but excluding the strikes of its own employees.

18.2 Each of the parties agrees to give notice immediately to the other upon becoming aware of an event of force majeure such notice to contain details of the circumstances giving rise to it.

18.3 If a default due to force majeure shall continue for more than 6 weeks then the party not in default shall be entitled to terminate these terms. Neither party shall have any liability to the other in respect of the termination of these terms as a result of force majeure.

19 No waiver

No waiver by us, in exercising any right shall operate as a waiver of any other right or of that same right at a future time; nor shall any delay in exercise of any power or right be interpreted as a waiver.

20 Relationship of parties

Nothing in these terms shall create a partnership, joint venture or agency or the relationship of employer and employee between us.

21 Dispute resolution

In the event of a dispute arising out of or in connection with these terms between you and us, then you agree to attempt to settle the dispute by engaging in good faith with us in a process of mediation before commencing arbitration or litigation.

22 Jurisdiction

These terms shall be interpreted according to the Laws of England and the parties agree to submit to the exclusive jurisdiction of the English courts. These terms shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is hereby expressly excluded.

23 Assignment

We may assign the terms and conditions in whole or in part, at any time with or without notice to you. You may not assign the terms and conditions, or any part of it, to any other person. These terms and conditions are solely for our mutual benefit. It is not for the benefit of any other person, except for permitted successors and assigns under the terms and conditions.

24 Notices

We send information or notices in connection with the Services electronically. If you do not consent to receive any notice electronically, you must stop using the service. Information or notices provided to you via email will be deemed given and received on the transmission date of the email.

25 Copyright and trademark Notices

All contents of Services are copyright © 2006-2012 White Fluffy Cloud Limited and/or its suppliers. All rights reserved.
Copyright and other intellectual property laws and treaties protect any content or software provided as part of the service. We or our suppliers own the title, copyright, and other intellectual property rights in the software or content.
The names of actual companies and products mentioned herein may be the trademarks of their respective owners.

Any rights not expressly granted herein are reserved

Please respect the rights of artists and creators. You may not share other people’s content unless you own the rights or have permission from the owner.

Schedule

Subscription agreement

This agreement is in addition to, but not in derogation of our Terms and Conditions and Privacy Policy.

1 Definitions

All the definitions in the terms and conditions document will be applicable in this Subscription Agreement unless a different meaning is assigned to them in this agreement. The following definitions apply to this agreement unless the context requires a different interpretation:

“Additional Users” means a person who joins our services after receiving electronic invitation from the User.
“User” means a person, who first signs up, agrees and pays for the Services and is responsible to ensure compliance of these terms from an Additional User.
“You” / “yours” means the User.

2 Subscription

This Subscription agreement contains a simple five steps online process. It requires you to open an account with us to avail our Services. It includes some follow up communications from us, welcome packs, offers to upgrade etc.

3 Sign-up

You can sign-up directly on the website http://icomplete.com with or without telephone support for availing our Services.

4 Pricing and Services

Our pricing is based on a pay as you go scheme.  We charge a monthly subscription fee for the following services:

CRM Contact Management Database           £15 for first user and £10 per additional users

VoIP Telephony – monthly line rental              £5 for UK landline, £10 for International line (plus one off £10 set up), £10 for conference line (plus one off £10 set up fee)
VoIP Set Up Fee - include call bond, call routing, set up securities and 1/2 hour free training session from £99+ depending on volume and other custom requirements.
Call Costs are 1p per minute on UK landline and 4.9p on most major mobile networks.  Click here for more detailed information on call costs.
VOIP Handsets and Headsets - click  pricing on portable handsets and desk phones.  We preconfigure your handsets so you don’t have to,  making quick and easy set up and installation.
VoIP Call Bond Deposit  - we charge a call bond for all our CRM VoIP accounts and this is dependent on your call volume.  We will advice at the time of your enquiry.  Please note that this call bond deposit is refundable should you wish to terminate you icomplete account provided that you account has been paid up to date.  All our CRM VoIP customers must set up a  Direct debit Mandate to be eligible for this service, we do not allow recurring card payment on these account.

Email Marketing – adhoc 1p and email or monthly plans, for more information click on link: http://ilink.to/i/Email_SMS_Marketing_Prices_2014.pdf

SMS Marketing – 10p per SMS text message, bulk texting discount on high volumes
http://ilink.to/i/Email_SMS_Marketing_Prices_2014.pdf

Direct Marketing – letters, postcards, invoices, quotes etc set up in your icomplete account using the Direct Mail button we have them printed, put in an envelope and posted locally in the UK for you. To add the Direct Mail feature starts from £200 + VAT. Cost per item send:

Size Black & White Colour
A4 Letter – first side 40p 44p
Each additional side 5p 5p
A5 Colour Postcards - 50p

2 day delivery service is provided as part of the cost as standard.  Quotations can be provided for next day deliveries.  

ADDITIONAL EXTRAS:

DATA IMPORT –  from £50+ we can upload your data from other software packages i.e. act, outlook, excel, goldmine etc.  We will advise you on costs once we have seen the data format and layout.

EMAIL RECEPTOR:  Auto feed your website enquiries straight into to your icomplete account – from £75

EMARKETING: We can build email templates, customised with your branding from £35 for a basic header and footer template to more complex e-Bulletins or Newsletters (quote given on consultation)

IVR:  Route your calls with automated messaging on the line

£30 set up (includes FREE professional call recording)
£15 monthly subscription (includes VoIP phone line)

5 Quick Start Set up fee

To get you and your team up and running quickly there are 3 Quick Start set-up levels to choose from:

 One Off Set up Fee One off fee + vat
Quick Start – Basic
Upload logo, customisation of history, custom fields, tags, user security set up,  1 x 45 minute online training session
£99
Quick Start – 1
Upload logo, customisation of history and global folders, custom fields, tags, user security set up,  2 x 45 minute online training sessions
£199
Quick Start – 2
Upload logo, customisation of history, global task folders, custom fields, tags, user security set up,  upload data, and 2 x 45 minute online training sessions
£349

6 General Obligations and Rights – ALL Services

6.1 Service obligation:

6.1.1 We will not sell your details to anyone else.

6.1.2 We will not advertise to you once you leave the service unless you elect to remain on the opt-in newsletter.

6.2 Service rights:

6.2.1 We reserve the right to send non-marketing messages to everyone, even if they have notifications and reminders turned-off.

6.3 User rights:

6.3.1 Upgrade / downgrade with notice.

6.3.2 Buy extras available. FREE Users may need to supply credit card details at this point.

6.3.3 All data (relating to contacts details, appointments etc.) kept within the Service is private and shall remain as your property, on all plans. However, you shall give us unrestricted right to process your data for the effective performance of the Services and for the purpose of this agreement or the documents containing the Terms and Conditions and Privacy Policy.

6.3.4 Use the Services as soon as you have finished the sign-up process. No cooling off period applies to the service except if law requires a cooling off period.

6.4 User Obligations:

6.4.1 Other charges (as like internet access charge) shall be levied on you by your wireless or fixed line or other provider in your use of the Service.

7 Refunds

7.1 The refund policy is contained in our ‘FAQ / Code of Conduct’ section / other relevant documents.

7.2 Yearly prepayment – If you pre-pay for the year and enjoy the discount but during the course of that year wish to cancel the Service / downgrade to monthly payment, you may do so for any reason your refund will be calculated as follows:

7.2.1 You will be credited the full pre payment you have made, then recharged for the months you have used to date, at the casual monthly rate, plus a £10 refund admin fee, and then refunded the balance.

7.3 There are no refunds when paying for the service on the casual monthly rate. You can cancel at anytime, and you will only be charged for the current month of service.

7.4 Unused Add-ons – Depends on nature of extra. All unused Add-ons expire 12 months after purchase. See our ‘FAQ / Code of Conduct’ section / other relevant documents for more detail and refunds policy.

8 Miscellaneous Provisions

8.1 We reserve the right to terminate individual or entire User accounts at any time.

8.2 When you purchase Additional Users, it will be charged from that point onwards for those Additional Users.

8.3 You are not allowed to use any automated process or Service to access and/or use the Services.

8.4 We reserve the right to delete all your data from our current systems on the termination of our relationship with you due to any reason. Your data will still remain in our older backups for at least one year. You will have the right to make a request to get such data deleted before one year for a fee to be quoted by us.

8.5 We will run a referral programme. In case you wish to take advantage of this will earn rewards for both yourself and the person to whom you sent the referral recommendation. We will then have the right to ‘Promote the Service’ to the person sent the referral recommendation.

8.6 You give us full authority to hold and process your data for the purpose of anything incidental to this relationship.

8.6 If we provide any software to you as a part of the Service, then the use of that software is subject to the terms and condition of the license that is presented to you for acceptance for that software. In case no license is presented to you, we grant you the right to use the software only for the authorise use of the service on compatible equipment of Users. You shall not modify, adapt or translate, disassemble, decompile, reverse engineer or otherwise attempt to discover the source code of the Software. At the end of the Service, your license to use the software will also end and you shall immediately uninstall the software.

8.7 The Services may require updates from time to time to function effectively. Updates are only available for downloads and use during your subscription term or trial period as the case may be.

8.9 Paid subscribers are entitled to technical support, which may include web-based content, online chat, email and telephone-based technical support. FREE users may receive web-based help content.

8.10 We have various methods of payment

By credit card – please note we charge a monthly admin fee of to process card payments this will automatically be added on to your monthly invoice.  Card payment method means you agree to sign up to recurring card payment method whereby we will automatically charge your card each month to cover you monthly invoice without the need to contact you.

By BACS – this is free of charge.

By Direct Debit – this is free of charge so no admin fee applies

8.11 Access to monthly invoices – these are stored directly in your icomplete account under the Accounts Section in pdf format for you to print, download or email as you wish.

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