Terms and Conditions
1 Definition and explanation
1.1 Subject to these terms and conditions
- 1.1.1 Additional Services Agreement means an addendum to this agreement for provision of additional services;
- 1.1.2 Additional Services means the services provided by ECS web-studio as specified in Additional Services Agreement; Agreement (as defined in Part 1 (Commercial Terms Sheet)) means the agreement between ECS web-studio and the Client, which includes the following documents: (i) Sheet commercial terms (ii) these terms and conditions (iii) data processing terms (iv) Scope of work and, where applicable (v) any Additional Service Agreements;
- 1.1.3 Business Day means any day other than Saturday, Sunday or public holidays in Ukraine;
- Client as defined in Part 1 (Terms and Conditions Sheet);
- 1.1.4 Client Content means information, data and other content provided by an ECS Client web-studio to be included in the results (including all copies, graphics, registered company logos, names and trademarks);
- 1.1.5 Results means the results of the services provided by ECS web-studio to the client in any form, including, where applicable, code, documentation, design work and/or website created by ECS web-studio in accordance with this agreement, but excluding client content;
- 1.1.6 An error means any significant inconsistency in the results;
- 1.1.7 Hosting services means hosting the results on the server of third party ISPs, such as described in paragraph 12;
- 1.1.8 Initial Services means the project service or services that have been provided by ECS web-studio as specified in Part 1 (List of commercial terms);
- 1.1.9 IPR means all registered and unregistered copyright patents without exception. law, design rights, databases and compilation rights, marks, goodwill or suing for extradition, rights in databases, rights in computer software, rights to confidential information (including know-how and trade), secrets, business names and domain names, and other intellectual property rights, regardless of media, as well as any applications for them protection or registration, as well as all updates and extensions anywhere in the world;
- 1.2 Cost means as defined in Part 1 (List of Commercial Terms) and the cost in in accordance with clause 7.3;
- 1.3 Marks means any names, brands, logos, trademarks, service marks, trade names and domain names;
- 1.4 Project Services means as defined in Part 1 (Commercial Terms Sheet);
- 1.5 Scope of work means a document prepared by ECS web-studio for a client, which details services and results provided by ECS web-studio https://e-commerce-studio.com. The first scope of work is presented in Part 4 (Scope of Work) and supersedes any previous offer made to the Client;
- 1.6 Services means initial services and any additional services, as the case may be;
- 1.7 Third Party Internet Service Providers means the third party Internet Service Providers used by ECS web-studio to provide hosting services.
- 2.1 Subject to the payment of commissions and the provision of client content, ECS web-studio agrees provide services and results in accordance with the terms of this agreement.
- 2.2 ECS web-studio will not start services until the client agrees to the scope necessary work and confirmation of the amount of payment.
- 2.3 Customer acknowledges that ECS web-studio allocates time and resources to Services based on estimated costs the time specified in the Scope of Work. The Client agrees that his failure to timely provide information, instructions will mean significant delays in the work on the project.
- 2,4 Any dates and times for the provision of services through ECS web-studio specified in any document or discussion between the parties are approximate, ECS web-studio is not responsible for any losses, damages, costs or expenses, directly or indirectly caused by delays in the provision of services for the fault of the client;
- 2,5 Customer acknowledges that requests for additional services during the provision of initial services may affect any estimated dates, and ECS web-studio has the right to adjust any estimated dates according to the Client's requests.
3 Options depending on the scope of work, services and conditions
- 3.1 The terms of this agreement apply to the exclusion of any other terms of the client.
- 3.2 ECS web-studio may change these terms from time to time.
- 3.3 If the client wishes to change the scope of work at any time after agreeing to a scope agreement works, he must notify ECS web-studio of the proposed amendments. ECS web-studio will apply reasonable efforts to meet the client's revised requirements, but the client acknowledges that this may lead to a change in any estimate or adjustment of the cost and timing previously provided by ECS web studio. ECS web-studio notifies the client of any tariff changes and is not obligated to make any changes to the scope of work unless the client agrees in writing to accept the revised rates.
- 3.4 If ECS web-studio determines, in its sole discretion, that it cannot accept proposals by the client to change the scope of work, he reserves the right to reject the client's request.
- 3.5 ECS web-studio reserves the right to reject a request for additional services for any reason and Anytime. If ECS web-studio wishes to accept a request for additional services, it does not must initiate such additional services until the client provides written consent to appropriate scope of work for additional services.
- 3.6 Any error or omission in this agreement, quotation, scope of work, price list, acceptance offer, invoice or other document or information issued by ECS web-studio is subject to correction without any obligation.
- 3.7 Except as set forth in this clause 3, no change to these terms or this Agreements will not be valid unless they are made in writing and signed by both parties.
4 Error Correction
- 4.1 During service, if the client notifies ECS web-studio of any errors, ECS web-studio will strive to correct such errors.
- 4.2 However, if there are no errors, but the client notifies ECS web-studio of additional changes, or modifications to be made to the results, and such changes or modifications are outside the scope scope of work, clause 3.3 applies.
- 4.3 If ECS web-studio is unable to correct any Error reported by the Client, it must proportionally refund to the Client any money already paid by the client to ECS web-studio for a specific a result showing a fatal error, minus the cost of all other work already done by ECS web-studio when performing services. If ECS web-studio returns a refund to the client in accordance with provisions of this paragraph 4.3, he does not bear any additional liability to the client in regarding such errors.
- 4.4 If any errors result from a defect caused by the act or omission of the Client, and not through the fault of ECS web-studo, then ECS web-studo will provide assistance reasonably requested by the client in repair of any such defect, but reserves the right to charge the customer for such assistance at its current prices and tariffs that the customer has to pay. If the customer is not ready to pay, ECS web-studo is under no obligation to provide further assistance.
5 Obligations of the client
- 5.1 Client agrees:
- 5.1.1 Always act in good faith with respect to ECS web-studio;
- 5.1.2 Always keep secret all passwords provided by ECS web-studio;
- 5.1.3 Do not attempt to circumvent security, hack or otherwise disrupt the website;
- 5.1.4 Use the results only in accordance with the terms of any license granted to him by ECS web-studio in accordance with clause 10.2 and any applicable laws and regulations.
- 5.2 Customer acknowledges that ECS web-studio's ability to provide services is dependent on the full and timely cooperation from the client (which the client agrees to provide), as well as from the accuracy and completeness of client content and other information provided by the client. In this way, the client agrees to provide complete and accurate client content and any other information that may be required for results.
- 5.3 If the client fails to provide content and/or other required information or materials, or delays this, ECS web-studio is not responsible for any delay or failure on its part, to provide services as a result and reserves the right to:
- 5.3.1 Stop providing services and charge for work completed to date and any wasted expenses incurred by ECS web-studio as a result of an unexpected delay in work, including, but not limited to, the cost of unused time slots pre-allocated to services;
- 5.3.2 Or modifying the scope of work to accommodate missing information, in which case any resulting the change in commission is borne by the Client.
6 Client content
- 6.1 The client is responsible for any client content it submits to ECS web-studio for included in the results, and must obtain all necessary licenses, permits, waivers and authorizations to regarding any client content before submitting such materials to ECS web-studio.
- 6.2 ECS web-studio reserves the right to refuse processing in any way and/or remove any content from the results of any client content that:
- 6.2.1 may be considered offensive, illegal or objectionable;
- 6.2.2 violates any applicable laws, regulations, or rights of third parties (for example, materials, that are offensive, defamatory or infringe intellectual property rights third parties).
- 6.3 Customer acknowledges that (if the results are a website, mobile application or similar product developed by ECS web-studio for the Client) ECS web-studio does not control any content, posted in results by results visitors and is not intended to monitor or moderate results content.
- 6.4 The client shall indemnify ECS web-studio against all claims, demands, costs (including legal costs on a full reimbursement basis) costs, losses and liabilities, any costs and liabilities, incurred by ECS web-studio as a result of using the client's content, including any claims of third parties persons arising from or in connection with customer content.
- 7.1 If the cost is not specified in part 1 (list of terms and conditions) or in the agreement on additional services, the cost should be calculated based on time and materials at current ECS web-studio rates, which may be adjusted or changed from time to time.
- 7.2 Client acknowledges and agrees that:
- 7.2.1 All prices quoted are estimates and are never fixed (if expressly not specified in part 1 (list of terms and conditions) or additional services agreement) due to the nature of the work performed and therefore may be changed with the obligatory advance notice to the client. Estimated cost in case of scope offset or expected scope offset should be adjusted with the notification of the Client;
- 7.2.2 Cost has been calculated based on the assumptions set out in Part 1 (List of commercial conditions), and any assumptions in the scope of work or an additional services agreement, as well as on an initial understanding of the work required, as detailed in the scope of work, and that the scope The work required may change as the client's understanding of their own requirements changes.
- 7.3 ECS web-studio reserves the right to increase the price if:
- 7.3.1 displacement of scope boundaries by the client;
- 7.3.2 any assumptions made in Part 1 (Commercial Terms Sheet) scope of work or agreement to additional services are or become incorrect or change over time;
- 7.3.3 if the customer requires additional amendments to the results of work not specified in the scope works;
- 7.3.4 when a client approves a result and subsequently changes their mind, resulting in additional time;
- 7.3.5 provision of additional services;
- 7.3.6 renewal of services;
- 7.3.7 if the client delays providing any information required by ECS web-studio, or fails to fulfills any obligations of the client under this agreement.
- 7.4 Any increase in value in accordance with clause 7.3 must be calculated and charged on time and material basis at the current ECS web-studio tariffs and billed to the client, if otherwise not specified in the agreement of the two parties.
- 7.5 ECS web-studio rates may change from time to time.
- 7.6 In the event that ECS web-studio incurs costs or costs of third parties in the provision of services, it must notify the customer in advance. The invoice for expenses or expenses of third parties is issued to the client after completion of the scope of work during which they were incurred, and is charged at the rate established relevant third party.
- 8.1 ECS web-studio invoices the client in accordance with any milestone payments specified in Part 1 (Commercial Terms Sheet) or in any additional service agreement, and includes them. If a not otherwise agreed in Part 1 (Commercial Terms Sheet) or in any agreement on additional services where milestone payments are agreed upon, the final payment must be made upon completion results or providing files or generated assets.
- 8.2 The client must pay the cost of services payable by ECS web-studio.
- 8.3 All prices and other charges are inclusive of value added tax and any similar taxes.
- 8.4 If the Client is unable to make any payment under this agreement or any by another agreement between the parties, ECS web-studio has the right to:
- 8.4.1 suspend all or any services, including the deletion of the results before they are paid;
- 8.4.2 And the amount at the established rate must be paid;
- 8.4.3 withhold any deposit already made by a customer.
- 8.5 Pending payment in full of all amounts due from the client, ECS web-studio reserves is the ownership of any aspect of the services and results that would otherwise be would be the property of the client.
- 8.6 The time of payment of the cost (or any part thereof) matters.
- 8.7 Customer must pay all amounts due to ECS web-studio in full without any set-offs, reductions, cross-claims, deductions or deductions of any kind, except as provided by law.
- 9.1 Each party guarantees the other:
- 9.1.1 that it has full authority and authority to enter into and perform this agreement and not entered into any agreement that is in any way inconsistent with this agreement or hinder, limit its ability to fulfill its obligations under this agreement;
- 9.1.2 (except when ECS web-studio provides results that include client-side content) that he has sufficient rights (including intellectual property rights) to the items, which must be delivered in accordance with this agreement in order to be able to use rights set forth in this agreement and various obligations. must be met, and that it has obtained and will maintain and renew, as the case may be, all necessary licenses, permissions and consents that are necessary for the full implementation of this agreement.
- 9.2 The client guarantees that the content of the client is sufficient for ECS web-studio to perform its obligations under this Agreement, and acknowledges that ECS web-studio will not be liable no liability for customer content.
- 9.3 If Customer has not instructed ECS web-studio to provide hosting services, Customer warrants that he has enough resources, experience to post the results properly.
- 9.4 ECS web-studio makes no warranties regarding the quality, stability, or reliability of any third-party software, plugins, content management systems (CMS), interfaces application programming (API) or other third parties. If a third party provided code (open source or otherwise) for deliverables for any purpose, provided by ECS web-studio or otherwise. The Client acknowledges that ECS web-studio cannot control changes or other modifications that may be made to third party software provision by the respective third party provider after the date on which it was installed in results, and therefore, it is provided at your own risk.
- 9.5 ECS web-studio makes no guarantee that errors caused by browser updates or devices that appeared after the end of the provision of services.
10 Intellectual Property Rights
- 10.1 All intellectual property rights to the results and any methodologies and technologies used or provided by ECS web-studio for results and services remain the property of ECS web-studio.
- 10.2 If any IPRs are acquired by a client from ECS web-studio, they become the property of the client.
- 10.3 Subject to the client's compliance with the terms of this agreement and payment of the cost, ECS web-studio hereby grants the customer a free, non-transferable, worldwide, non-exclusive license to use results and all IPR in the results in their activities.
- 10.4 ECS web-studio recognizes that ownership of any client content remains with the client or its licensors. the client grants ECS web-studio a non-exclusive license to use client content for the purpose of providing services.
- 10.5 ECS web-studio disclaims any and all moral rights regarding copyright, industrial designs and patents, in respect of any copyrighted works created for a client in in accordance with this agreement.
- 10.6 Nothing in this agreement prevents ECS web-studio from using any experience gained or developed in the course of this agreement, to provide services to other companies from your name.
- 10.7 None of the rights or licenses granted by ECS web-studio to the client shall be sub-licensed customer without prior consent.
11 Support and maintenance
- Unless otherwise specifically stated in Part 1 of the Scope of Work (List of Commercial Terms) or in the agreement about additional services, ECS web-studio will not provide the Client with support services or service.
12 Moving data
- 12.1 If ECS web-studio has agreed to help the client with data migration, this fee will be charged at in accordance with the current rates that ECS web-studio informed the client.
- 12.2 The Client acknowledges that given the nature of the data transmission, ECS web-studio cannot guarantee How long will the data transfer process take? Any indication that ECS web-studio is valid gives the client as to the duration of this process, is only an approximation and is subject to constant revision.
13 Hosting Services
- 13.1 If ECS web-studio has agreed to host the results, they must be provided using the servers of third party ISPs.
- 13.2 ECS web-studio will use reasonable efforts to select reputable third party Internet Service Providers, but is not responsible for any unavailability or interruption in the provision of results caused by a third party ISP, its servers, other equipment, networks or any public network.
- 13.3 Sometimes it may be necessary for ECS web-studio to transfer results to another third party ISP.
- 13.4 Either party may terminate the provision of hosting services, subject to prior three months notice.
- 13.5 Hosting fees are charged on a monthly basis in accordance with the current rates that the company ECS web-studio informs the client.
- 13.6 ECS web-studio reserves the right to suspend hosting services at any time, if the client has not paid any amount in accordance with this agreement.
- 13.7 ECS web-studio reserves the right to terminate the provision of hosting services if any circumstances that prevent the provision of such services, including termination of agreements with relevant third party Internet Service Providers and providing the customer with another provider if this is by convention.
- 14.1 Subject to clause 14.4, ECS web-studio is liable for any claims arising in connection with this agreement, results or services, regardless of their occurrence, is limited to in respect of all claims in the aggregate, in an amount equal to the total amount of the payment.
- 14.2 Notwithstanding any other provision of this agreement, but subject to clause 14.4, ECS web-studio assumes no liability arising from this agreement, the results of activities or services in links with them, for any:
- 14.2.1 direct or indirect loss or damage:
- (a) profits;
- (b) income;
- (c) business;
- (d) contract;
- (e) possibilities;
- (f) expected savings;
- (g) data;
- (h) benevolence;
- (i) reputation;
- (j) use;
- 14.2.2 consequential loss or damage;
- 14.2.3 claim arising from a claim against a customer by a third party.
- 14.3 The term "whether or not arising" in clause 14.2 covers all causes and effects giving rise to the liability of ECS web-studio arising in connection with this agreement, results or services, including (i) any misrepresentation at any time, negligence, breach of statutory, other tort, denial, waiver or other breach of contract, restitution or otherwise; (ii) arising out of any refund; or (iii) whether they are caused by any complete or partial failure or delay in the provision of services or results, or defective services or results.
- 14.4 The exclusions and limitations of liability contained in this agreement apply whether the loss or damage was foreseeable or whether the client notified ECS web-studio the possibility of great loss or damage, but such exclusion or limitation does not apply, or limited by law. In particular, nothing in this agreement affects liability:
- 14.4.1 for death or personal injury caused by negligence to the extent prohibited by law on unfair contract terms;
- 14.4.2 for fraudulent misrepresentation or other fraud;
- 14.4.3 for any breach of obligations arising from the supply of goods and services law.
- 14.5 Except where services or results are sold to a person acting as consumer (within the meaning of the law on unfair contract terms), all warranties, conditions, terms and obligations, express or implied, statutory or otherwise, on the part of ECS web-studio in relation to suitability for the purposes of the services not expressly set forth in this agreement are excluded, except to the extent that such exclusion is prohibited or limited law.
15 Claim Limitation Period
- 15.1 Any and all claims that the customer may wish to make in connection with this agreement or relationship with ECS web-studio in accordance with this agreement will be prohibited unless the claim is will commence within one (1) year from the date on which the act or event cause of complaint, or one (1) year from the date the customer knew or should have learn, with reasonable care, the facts giving rise to such claims.
16 Force Majeure
- Neither party shall be liable for failure or delay in the performance of its obligations under this agreement, to the extent that such failure or delay is the result of any cause or circumstances beyond the reasonable control of that party, including acts of God, war, civil unrest or industrial dispute and this failure cannot be it was reasonable to prevent or overcome ("Force Majeure"). If either party fails to comply its obligations for a period exceeding three (3) months due to force majeure, then the other party may terminate this agreement by giving one month's written notice.
- 17.1 During the term of this agreement and for five (5) years thereafter, each party will treat as confidential all information received relating to, among other things, the business, finance, technology, and other party's affairs ("Confidential Information").
- 17.2 Each party will use at least the same degree of discretion as it uses to prevent the disclosure of its own confidential information of the same importance, to prevent disclosure of the other party's confidential information.
- 17.3 Each party shall promptly notify the other party of any actual or perceived misuse or unauthorized disclosure of another party's confidential information.
- 17.4 The provisions of this clause 17 do not apply to: (i) information that has become public public, except as a result of a breach of this clause or any other obligation under ensuring confidentiality; (ii) information obtained from a third party without violating this clause or any other obligation of confidentiality; and (iii) information that must be disclosed to a regulatory or governmental body or court of competent jurisdiction, empowered to require disclosure.
- 18.1 Either party may terminate this agreement by giving notice to the other party in one month.
- 18.2 ECS web-studio has the right to immediately terminate this agreement by sending the client written notice:
- 18.2.1 if the customer commits any material breach of the terms of this agreement (including failure to pay any invoice);
- 18.2.2 if the client (or any person employed by or otherwise associated with the client or acting on name) behaves in a way that ECS web-studio considers (at its sole discretion) threatening, offensive or otherwise inappropriate;
- 18.2.3 if ECS web-studio determines (in its sole discretion) that its relationship with the client has been terminated before to the extent that it is no longer possible to continue providing services;
- 18.3 Customer may terminate this agreement immediately upon notice to ECS web-studio, the client must immediately notify ECS web-studio of such failure in writing, and upon receipt of such notification, ECS web-studio will have a 30-day period to correct the failure. If a material failure is not corrected within a 30-day period, the Client has the right to terminate operation of that part of the Services to which the material failure relates. In the event of such termination the unaffected part of the services will continue to operate in full force.
- 18.4 Either party may terminate the contract if the other party has taken any corporate actions, statements, orders, procedures or appointments or other steps taken by it in relation to any composition or arrangement with creditors in general, termination of activities (other than the purpose bona fide solvent reconstruction or merger scheme), dissolution, administration, bankruptcy proceedings (administrative or otherwise) or bankruptcy, or if he is unable to pay their debts as they fall due.
19 Consequences of termination
- 19.1 If this agreement is terminated for any reason, the customer must pay ECS immediately web-studio all costs or expenses of third parties, as well as all other amounts in accordance with this agreement.
- 19.2 Upon termination of this agreement (other than termination pursuant to clause 18.2) or upon expiration of hosting services without renewal, if applicable, and upon payment of all payments due:
- 19.2.1 Customer's continued use of results after termination will be subject to license, provided in clause 10 and all other relevant terms of this agreement;
- 19.2.2 ECS web-studio returns client content to the client and provides an electronic copy results (including all content);
- 19.2.3 ECS web-studio provides such assistance as is reasonably requested by the client for transferring the results of activities to another hosting service provider chosen by the client, provided that payment of costs and time reasonably incurred in connection with such transfer. The Client acknowledges that ECS web-studio needs to change the results and this may affect the functionality of the results.
- 19.3 Upon termination of this agreement by ECS web-studio in accordance with clause 18.2:
- 19.3.1 licenses granted by ECS web-studio to the client in accordance with this agreement, terminate immediately; and 19.3.2. The Client must cease any use of the results;
- 19.4 Subject to clause 8.5, upon termination (for any reason) of this agreement, each party must return to the other party all licensed materials and confidential information (and all copies) of the other party or, at the request of the other party, destroy them.
- 19.5 Termination or expiration of this agreement is without prejudice to any rights, obligations or remedies of the party acquired prior to termination (including payment to ECS web-studio for all work completed prior to the effective date of termination), and not affects any provision of this agreement that is expressly intended to be effective or its continuation after termination or expiration.
- 19.6 Sections 10 (Intellectual Property Rights) and 14 (Limitations of Liability) remain unaffected after the expiration or termination of this agreement for any reason.
- 20.1 Client agrees that:
- 20.1.1 ECS web-studio may refer to the Client as its client in its own advertising materials;
- 20.1.2 ECS web-studio has the right to publish information about the provision of services and results for client in materials promoting or advertising ECS web-studio and its services;
- 20.1.3 if the results are a website, mobile app, or similar:
- (a) ECS web-studio may use client content on the ECS web-studio website and in other advertising materials;
- (b) results related web statistics and analytics can be used by ECS web-studio in promotional case studies.
- 21.1 Customer agrees that ECS web-studio may delegate or subcontract providing all or any services to such third parties as he deems necessary, without the consent of client.
- 21.2 Notwithstanding such delegation or subcontracting, ECS web-studio remains responsible for ensuring that the services are performed in accordance with this agreement.
- 21.3 During the term of this agreement and for 18 months thereafter, the customer must ensure that no other member of his group, directly or indirectly, attempts to solicit, hire any employee, consultant, subcontractor or officer of ECS web-studio.
- 21.4 The Client may not contract directly with any employee, consultant or subcontractor of ECS web-studio.
- 22.1 Nothing in this agreement shall be construed as creating a partnership, joint enterprise or employment contract of any kind between the parties, and should not be construed as granting any authority not expressly set forth in this agreement, or creating any agency between the parties.
- 22.2 Each party acknowledges that this agreement sets forth the entire agreement and understanding between the parties and supersedes all prior agreements, understandings and understandings between them, relating to the subject matter of this agreement. In the event of a conflict between the scope of work and these conditions, the scope of work shall prevail.
- 22.3 Each party acknowledges that it has not relied on any statement, representation or understanding that is not an express term of this agreement, and will not have any means remedy for any statement, representation or understanding that is not expressly condition, unless it is fraudulently done.
- 22.4 Failure or delay by any party of any right, power or remedy remedy under this Agreement will not operate as a waiver of this or any other right, power or remedy, as well as any separate or partial exercise by either party of any rights, the remedy excludes any further exercise of any other rights, powers or remedies.
- 22.5 To the extent that any provision of this agreement is held by any court or competent authority that is invalid, illegal or unenforceable in any jurisdiction, such provision is not considered part of this Agreement and does not affect its validity, nor affects the validity, legality or enforceability of this provision in any other jurisdiction.
- 22.6 Nothing in this Agreement shall confer any rights or other benefits, whether under with the law of contracts (rights of third parties) or otherwise, in favor of any person other than the parties of this agreement.
- 22.7 Each party shall make every reasonable effort to carry out all such further action, and execute or enforce all other documents that that party may from time to time time to claim, the purpose is to provide that party with the full benefit of the assets, rights and benefits that will be transferred to the other party in accordance with this agreement.
- 22.8 Neither party shall have the right to assign, transfer, charge or license all or any part of its rights and obligations under this agreement to any third party without the consent of the other sides.
- 22.9 This agreement shall be construed in accordance with the laws of Ukraine, and the parties agree that the courts of Ukraine shall have exclusive jurisdiction over all disputes and claims, arising from it.
- 22.10 The rights and remedies of the parties under this agreement are cumulative and in addition to any rights and remedies provided by law. Any changes to this agreement must be in writing and agreed by the parties. This agreement may be compiled as a copy.
- 22.11 Any notice provided under this agreement may be sent to as an email attachment to the email address of the intended recipient.
- 22.12 The party's address for delivery of notices is the address specified in Part 1 (List of Commercial terms), or such other address as a party may indicate in a notice given pursuant to this item. Notice shall be deemed received 48 hours after the date of posting, or if sent by e-mail is considered received from the time of sending, provided that it is not sent within working hours (i.e. between 9.00 and 18.00 on a working day), it will be considered received when it starts next working time. To confirm the time of dispatch, it is sufficient to prove that the notification was duly emailed to the email address of the party.