Terms & Conditions of Service | Dreamsedge Studios

In conjunction with these terms and conditions please also see our Privacy Policy. The term ‘Dreamsedge Studios’ is the provider of hosting services. The term ‘The Client’ any person, whom must be 18 years of age or over, or company that applies to register a domain name or purchases the provision of hosting services.

Domain Registration

These terms and conditions relate to all completed registrations for Top Level Domains (TLDs).

Applications to Register

All applications must be made by email to Dreamsedge Studios’.

.IE Domain Registration

The Client for a .IE domain name registration will be responsible for providing any additional information that the IEDR (Irish Domain Registry) may request in order to facilitate the registration of the .ie domain name. Such information may include proof of business such as a VAT number, Company Registration Number or RBN (Registered Business Name number) or proof of identification, such as a copy of Passport, Driving License or Bank Statement. Failure to provide sufficient information as specified by the IEDR can result in the domain name not being registered. Dreamsedge Studios is not responsible for a failed .ie domain registration due to the Client not providing additional information as requested by the IEDR and in these circumstances will not issue a refund of the application fee. A full refund will be given for any .ie domain applications that are rejected by the IEDR. For more information see IE Domain Registry Policies

Acceptance and Payment

The domain name that is applied for will normally be allotted to the Client immediately the respective domain name has been approved and payment has been made subject to ‘Obligation of the Client’ (See below).
The chosen domain name will become the sole possession of the Client only after full payment of the registration fee.
Acceptance and payment of the annual fee constitutes a contract for 12 months.
Clients will be invoiced by email and payment may be made by Bank Transfer or cheque.
The Client understands and agrees that all fees applicable to the domain name registration and renewal are non-refundable. The Client and/or Client having the legal status of Consumer pursuant to the European Directive on Distance Selling (Directive 97/7/EC) or the EC (Protection of Consumers in respect of Contracts made by means of a Distance Communication) Regulations 2001 as amended are expressly informed and agree that any domain name are customised goods, pursuant to Section 6.4.c of European Directive on Distance Selling (Directive 97/7/EC) and the EC (Protection of Consumers in respect of Contracts made by means of a Distance Communication) Regulations 2001, therefore the domain name registration or renewal is not subject to the statutory right of withdrawal as provided for under the European Directive on Distance Selling (Directive 97/7/EC) or the EC (Protection of Consumers in respect of Contracts made by means of a Distance Communication) Regulations 2001 as amended.
Dreamsedge Studios reserves the right to refuse registration.

Renewal

Payment for the annual renewal of the domain name is necessary before the renewal date in order for the domain not to expire. Generally the Client will be invoiced by email before the domain is due to expire and reminded again by email before the domain is to expire.
The Terms and Conditions in force at the time of renewal will then apply.
Failure to pay renewal fee before the expiry date will result in the domain being suspended.
Additional charges (Redemption Fees) of up to €75.00 may apply to renew a domain name that has expired. Such fees are applied by country specific domain registration bodies.

Ownership of Domain Names

Dreamsedge Studios will only act as an agent for the purchase of domain names.
All domain names requested by the Client will remain the property of Dreamsedge Studios until the first annual fee payment has been made in full.
The renewal of domain names requires payment of the renewal fee by the Client to ensure continuation of service for email and hosted web sites.
In the event of non-payment, Dreamsedge Studios reserve the right to dispose of the domain name and claim for payment from the defaulting Client by normal commercial and legal means after a period of 60 days has elapsed from renewal date.

Obligations of the Client

You the Client assumes sole responsibility for the registration and use of your domain name.
You the Client must provide accurate information for publication in directories such as WHOIS, and promptly update this to reflect any changes.
The selected domain name must not be used in breach of trademark, copyright or other intellectual property rights of third parties.
There must be no attempt to pass-off as another company by means of the domain name. If litigation were to ensue as a result of any legal challenge, the Client agrees to indemnify Dreamsedge Studios and warrant them as an innocent party to any passing-off or similar intellectual property challenge.
The selected domain name must not be used for any illegal purpose, or for any purpose likely to bring the name of Dreamsedge Studios into disrepute
The Client must not grant domain names to any sub-domain users without the expressed permission, in writing, by Dreamsedge Studios.
When registering either a .uk or a .co.uk domain you agree to the Nominet Terms And Conditions for registering .uk and .co.uk domains
Clients are responsible for their own security so far as any password or security codes are concerned. Where Dreamsedge Studios acts on instructions received under password that relate in any way to this contract, no liability will be accepted arising from the use by Dreamsedge Studios of this or any other password.
If the Client requires ID protection then this must be selected at the time of purchasing the domain in order to ensure full ID protection. The Client can select ID protection after purchasing their domain by accessing their Client area, however personal information will be available on the Whois up until the time of selecting the ID protection and the Whois database has been updated.
ICANN (Internet Corporation for Assigned Domain Names and Numbers) is responsible for the managing and coordinating of the domain name system (DNS) to ensure that every address is unique and that all users on the Internet can find all valid addresses. You can find out more about Registrant rights and responsibilities directly on ICANN’s website.
Any disputes related to domain name registration will only be resolved through the appropriate domain resolution policy. Main gTLD’s (Generic Top Level Domains) come under ICANN’s UDNDRP (Uniform Domain Name Resolution Policy), .IE domains the IEDR DRP (Dispute Resolution Policy), .EU the EURid ADR (Alternative Resolution Policy), .CO.UK and .UK the Nominet URP (Dispute Resolution Policy) and all other ccTLD’s (Country Code Top Level Domain) the respective country registry domain resolution policy.

Other Important Information

ICANN – Registrant’s Benefits and Responsibilities Specification.
ICANN – Registrant Educational Information

Each domain name registry has their own registration policies that Dreamsedge Studios as a Registrar has to follow. For information about individual registry policies see below.

Each domain name registry has their own registration policies that Hosting Ireland as a Registrar has to follow. For information about individual registry policies see below.

Premium Domains

While every effort is made to secure premium domain names there are situations where some registries do not publish the premium domain pricing. The pricing only becomes available once an application is made. Dreamsedge Studios does not accept any liability where a premium domain registration order has been accepted in good faith at the standard price and then the registry post application confirms that the domain is in fact a premium domain. Dreamsedge Studios will only process the domain application once the premium domain fee has been paid. Every effort will be made by Dreamsedge Studios to inform the Client of the premium pricing in a timely manner and give the option for the Client to pay the premium fee. In the event that the Client does not pay the premium domain fee or no longer requires the premium domain a full refund will be given for the standard domain fee if this has been paid by the Client.

Cloud and Hosting Services

These terms and conditions are intended to protect both the integrity and liability of Dreamsedge Studios and The Client. The Client agrees that the service is provided as per the published data and that Dreamsedge Studios assumes no responsibility for the timing, deletion, delivery or failure to store any customer communications or personalisation settings over and above those permitted under these terms and condition or agreed in writing at the time of contract.

Disk Space

Hosting accounts with Dreamsedge Studios include a specific disc space allocation, to increase your disk space you may need to upgrade to the next hosting package. Disk space can only be used for hosting of websites and email. Only one backup copy of each website is allowed, Dreamsedge Studios retains the right to remove additional backup copies without notice. We strongly advise that additional backup copies are copied to a separate storage device such as a pc or external storage device.

IP Address

Accounts with Dreamsedge Studios do not include separate IP addresses. Separate IP addresses are available at additional cost.

MySQL Databases

MySQL Database facilities are included in the WordPress hosting plans.

Upgrades and Updates

Dreamsedge Studios is committed to using up to date software releases in all systems and equipment to ensure the highest level of functionality, stability and security. It is the responsibility of the Client to use the latest scripts and software too. From time to time system upgrades and updates will be required and whilst every effort will be taken to inform the Client of such changes in advance certain critical upgrades or updates may have to be implemented without notice.

Backup

Dreamsedge Studios may offer additional hosting backup products. Such products will on a scheduled basis take backups of your website data, such backups on their own are no guarantee of a successful restore, a successful restore is still dependent upon a number of factors and so we can’t guarantee the availability, usability or integrity of either the backup or restore. If a Client fails to pay renewal fees such backup data will be lost.

Acceptance and Payment

Acceptance and payment of the annual hosting fee constitutes a contract for 12 months.
Acceptance and payment of the quarterly hosting fee constitutes a contract for 3 months.
The Client may make payment by SEPA Direct Debit, Bank Transfer or cheque.
Dreamsedge Studios reserves the right to refuse the provision of hosting or cloud services without giving reasons.

Renewal

Payment for the annual, quarterly or monthly renewal of the hosting services is necessary before the renewal date in order for the hosting services to continue uninterrupted. The Client will be invoiced by email before the hosting services are due to expire and reminded again by email before the hosting service is to expire.
Alternatively the Client may make renewal payments by SEPA Direct Debit, Bank Transfer or cheque. The customer is still liable for payment in order to maintain supply of services.
Payment of the hosting renewal fee constitutes an additional contract period of 12 months for annual payments and 1 month for monthly payments.
The Terms and Conditions in force at the time of renewal will then apply.
Failure to pay the annual or monthly renewal fee before the expiry date will result in the service being suspended on the expiry date. Any outstanding fees will become immediately due.
Hosted data such as website files are automatically wiped 60 days after non-renewal.

Additional Charges

Dreamsedge Studios will provide to the Client one free website transfer (including one database) from the current host to Dreamsedge Studios when purchasing shared hosting, so long as the website is found to have reasonable resource usage and a standard configuration. Dreamsedge Studios reserves the right to apply additional charges where excessive work is involved. Thereafter any additional work or tasks related to additional website moves will be charged for at our standard hourly rate.
Dreamsedge Studios will provide to the Client one free email transfer from the current host to Dreamsedge Studios when purchasing email hosting. Dreamsedge Studios reserves the right to apply additional charges where excessive work is involved. Thereafter any additional work or tasks related to additional website moves will be charged for at our standard hourly rate.
Client’s will be provided one website restore free of charge. Additional website restores will be charged at our standard restore rate.
DNS changes will be made free of charge provided the Client’s domain name is registered with Dreamsedge Studios or has been transferred to Dreamsedge Studios.
It is the Client’s responsibility to maintain and keep all software that has been installed on the website (e.g. Wordpess, Magento etc) updated. Any work or tasks related to updating Client’s website software will be charged for at our standard hourly rate.
Hosting fees do not include additional work and tasks related to identifying and fixing hacked websites. Such tasks will be charged for at our standard hourly rate.
If Dreamsedge Studios identifies phishing, spamming or hacking out of hours and such a website requires attention in order to protect the integrity of the website or the Dreamsedge Studios network then the Client agrees to Dreamsedge Studios carrying out such work or tasks and charging the Client at the standard hourly rate.

Unlawful or Prohibited Usage

The Client will not use the Dreamsedge Studios services for any purpose that is unlawful or prohibited by these terms and conditions.
The Client may not attempt to gain unauthorized access to any Dreamsedge Studios service, other accounts, computer systems or networks connected to any Dreamsedge Studios services through hacking, password mining or any other means.
The Client may not obtain, or attempt to obtain, any materials or information through any means not intentionally made available through the Dreamsedge Studios services.
Dreamsedge Studios reserves the right at all times to disclose any information as Dreamsedge Studios deems necessary to satisfy any applicable law, regulation, legal process or court order, or to edit, refuse to post or to remove any information or materials, in whole or in part, at Dreamsedge Studios” sole discretion.

Third Party

Any dealings with third parties (including advertisers) included within the Dreamsedge Studios services or participation in promotions, including the delivery of and the payment for goods and services, and any other terms, conditions, warranties or representations associated with such dealings or promotions, are solely between The Client and the advertiser or other third party. Dreamsedge Studios shall not be responsible or liable for any part of any such dealings or promotions.

The Client’s Responsibilities

The Client is solely responsible for the content of The Client’s text whether on the website or on email.

The Client:

Must agree to provide true, accurate, current and complete information on the registration form.
Must agree to maintain and promptly inform us to update the Registration Data to keep it true, accurate, current and complete. If The Client provides any information that is untrue, inaccurate, not current or incomplete (or Dreamsedge Studios has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete) Dreamsedge Studios has the right to suspend or terminate The Client’s account and refuse any and all current or future use of the service (or any portion thereof).
Must not use the Dreamsedge Studios services in connection with surveys, contests, pyramid schemes, chain letters, junk e-mail, spamming or any duplicative or unsolicited messages whether commercial or otherwise.
Is responsible for maintaining the confidentiality of any password and account data.
Is fully responsible for all activities that occur under The Client’s password or account. The Client agrees to notify Dreamsedge Studios immediately if there is any unauthorised use of The Client’s password or account or any other breach of security.
Must ensure that The Client account is logged-out properly at the end of each session. Note: Dreamsedge Studios cannot and will not be liable for any loss or damage arising from The Client’s failure to comply with these requirements
Who is in violation of system or network security is subject to criminal and civil liability, as well as immediate account termination. This might include, but not be limited to the following:
1. Unauthorised access, use, probe, or scan of a systems security or authentication measures, data or traffic.
2. Interference with service to any user, host or network including, without limitation.
3. E-mail bombing, flooding (deliberate attempts to overload a system) and broadcast attacks.
4. Forging of any TCP/IP packet header or any part of the header information in an e-mail or newsgroup posting.
Agrees not to use his account to publish any information, software or other content which violates or infringes upon the rights of any other or which knowingly contravenes the laws of any jurisdiction in which such content is generally accessible.
Acknowledges that Dreamsedge Studios does NOT permit sites that provide any content, points of distribution, or ‘links’ to other sites that:
1. Infringe on any third party’s intellectual property or proprietary rights, or rights of publicity or privacy;
2. Violate any law, statute, ordinance or regulation under Irish Law;
3. Are defamatory, trade libellous, threatening, unlawfully harassing, abusive, pornographic or obscene;
4. Contain viruses, Trojan horses, worms, time bombs, cancel bots, corrupted files, or any other similar software or programs that may damage the operation of another’s computer or property of another;
5. Contain Pirated or Hacking / Phreaking Software (Warez)- Any software that is copyrighted and not freely available for distribution without cost. ROMs, ROM Emulators and Mpeg Layer 3 files (MP3) all fall under this jurisdiction;
6. Has Adult Sites (content). Meaning: Any erotic or pornographic material, links to Adult sites, or advertisements for Adult sites.
Agrees that Dreamsedge Studios alone have the right to determine whether any of the messages The Client sends are spam. Spamming generally includes, but is not limited to:
1. The bulk sending of unsolicited messages;
2. The sending of unsolicited e-mails which provoke complaints from recipients
3. The sending of junk mail. The use of distribution lists that include people who have not given specific.

Pricing

All Dreamsedge Studios prices are published on www.dreamsedge.ie and are in Euro and inc. Vat unless specified otherwise.

No refund can be given where a domain has been registered or where a .ie domain applications has been unsuccessful due to the Client failing to supply additional information as requested by Dreamsedge Studios on behalf of the IEDR.
Dreamsedge Studios may amend pricing from time to time without notice.
Pricing amendments made by Third Party vendors for software licensing will from time to time have to be passed onto Client’s and such amendments will be itemised in the Client’s invoice.

Termination

Termination by the Client

This agreement may be terminated at any time by the Client by giving Dreamsedge Studios written confirmation of the request to cancel. The written request to cancel does not release the Client from any contractual obligations that are in force at the time of the cancellation and will serve as notice not to renew the domain or hosting service for the next contractual period, usually 12 months.
The termination request can only be accepted in writing (such as email or hardcopy letter) and must be from the authorised account holder (Client) and sent to info@dreamsedge.ie.

Termination by Dreamsedge Studios

Dreamsedge Studios may cancel this agreement, suspend delegation of a domain name or cease providing hosting services on seven days written notice (electronic e-mail message being regarded as writing for this purpose) if:

The terms of this agreement have been broken by the Client.
The domain name is administered in a way likely to endanger operation of the Top Level Domain.
In the opinion of Dreamsedge Studios, the domain name is being used in a manner likely to cause confusion to internet users.
It has come to Dreamsedge Studios’ attention that an earlier application for a domain name in the name of another party has been commenced by Dreamsedge Studios, or with another provider, there can be no redress of this situation as a “first-come-first-served” policy applies Internet wide. In this rare situation, Dreamsedge Studios will make a full refund to the unsuccessful Client.
It has come to Dreamsedge Studios’ attention that the domain name or hosting services are being used illegally.
The Client agrees that Dreamsedge Studios, at its sole discretion, may terminate the Client’s password, account or use of the service, and remove and discard any content within the service if The Client violates any portion of these terms and conditions.
In the unlikely event of a dispute between Dreamsedge Studios and the Client, and if good sense and reasonableness is not evident, the contract between Dreamsedge Studios and the Client will be terminated by Dreamsedge Studios. If all outstanding payments have been made, the domain name will continue to be owned by the Client and there will be no refund provision.

Software Development and Support Service Level Agreement

All work developing and maintaining the Clients website will be undertaken at the express instruction of the Client. The work will be estimated and quoted, based on a detailed specification of the features required by the Client. That cost will be agreed before any work is undertaken. Dreamsedge Studios operated a Service Level agreement for all design/development/maintenance work as outlined below.

Service Level Agreement

This Service Level Agreement does not include requests relating to your server going down or network related issues that cause your server to become inaccessible. There is generally no charge for these urgent hosting related issues and they will always be our very top priority until the situation is resolved.

However, if there is an issue whereby your website / web application or email account is unavailable due to some other cause, such changes you have made to the website, email client, any third party activity or some related third party services becoming unavailable, the Service Level charges below will apply.

If any of this agreement is unclear, or needs further clarification, or you would like to discuss any of the details please don’t hesitate to contact me at ei.egdesmaerdnull@ofni to discuss it with you further.

How the Service Level Agreement Operates

Dreamsedge Studios do not generally offer contracted service agreements, instead the norm is to carry out work on a “per instance” basis. If you are interested in discussing a contracted level agreement please don’t hesitate to contact me at ei.egdesmaerdnull@ofni to discuss it with you further and we can determine if it would be suitable in your particular case.

Please make requests for edits / feature changes to your existing website or web application to ei.egdesmaerdnull@troppus indicating the service level at which you would like to have the work carried out.

If no Service Level is indicated a TIER 1 (20 working day) Service Level will be assumed. If you would like specify another service level please ensure that you indicate this in your initial work request.
You may if you wish select a different Default Service Level for your ACCOUNT. Then any tickets that come in that do not have Service Level specified will be processed with your ACCOUNT Default Service Level.

Your request will be replied to as soon as possible, confirming:

Dreamsedge Studios’ availability to carry out the work at the requested Service Level OR
Suggesting a new Service Level, if Dreamsedge Studios is not available to carry out the work at the requested Service Level
An estimate of the number of hours of work involved.
This combined with your Service Level will give you an estimate of the cost.Note 1: It is possible you will be charged for more (or less) hours than estimated, as the work may take longer or shorter depending on your particular circumstances and your requirements. Normally, if Dreamsedge Studios is familiar with your website/application the time estimated should be quite accurate.Note 2: If Dreamsedge Studios can not estimate the work because there is not enough detail in the original request or the work will amount to more than 4-6 hrs Dreamsedge Studios will indicate this in the confirmation, we will agree a schedule and the job will be quoted accordingly
A delivery date calculated from the Service Level that has been agreed/suggested. The delivery date will be calculated from the time of my confirmation email – not the original request. However, i will endeavour to reply to your request as soon as possible with a confirmation.

STANDARD SERVICE LEVEL RATES

The following rates apply to new business or business from an organisation that requires a moderate number of working hours per annum.

A minimum charge is based on the hourly rates specified below. Any frequently occurring minor update, consisting of less than an hours work, will be charged at this minimum charge. However, at the discretion of Dreamsedge Studios this minimum charge may be waived in the case of a, once-off, “SCHEDULED”, update not totalling more than 30 mins work on a moderately active account.

TIER	DELIVERY	MAX. HOURS *	RATE ( € / hr )
0	Scheduled work generally longer than 20 working days	NONE	19
1 (DEFAULT)	on or before 20 working days	16	29
2	on or before 5 working days	6	39
3	on or before 3 working days	6	49
4	Next working day	4	69
5	24 hour delivery (including evenings/weekends/holidays)	4	89

* MAX HOURS are negotiable and will depend on current workload and availability. However, generally if you require more than the stated MAX HOURS at any Service Level the RATE will be stepped up to accommodate that.

PARTNER SERVICE LEVEL RATES

There are a number of organisations with whom Dreamsedge has built up a long term relationship and offers preferential rates to, in return for their continued commitment to a considerable number of working hours of per annum. These Partner rates are purely offered at the discretion of Dreamsedge Studios.

TIER	DELIVERY	MAX. HOURS	RATE ( € / hr )
0	Scheduled work generally longer than 20 working days	NONE	15
1 (DEFAULT)	on or before 20 working days	16	25
2	on or before 5 working days	6	29
3	on or before 3 working days	6	39
4	Next working day	4	69
5	24 hour delivery (including evenings/weekends/holidays)	4	89

CHARITY PARTNER SERVICE LEVEL RATES

Dreamsedge is proud to work closely with many charities. There are a number of charities with whom Dreamsedge has built up a long term relationship and offers enhanced preferential rates to, in return for their continued custom and in support of their work. These Charity Partner rates are purely offered at the discretion of Dreamsedge Studios.

If Charity Partners can plan their work and provide me with plenty of notice then it may be possible to “fit in” work, in as time becomes available, and thereby provide these Charities with a capped number of hours for FREE.

TIER	DELIVERY	MAX. HOURS	RATE ( € / hr )
0	Scheduled work generally longer than 20 working days	4	FREE
1 (DEFAULT	on or before 20 working days	2	FREE
2)	on or before 5 working days	2	29
3	on or before 3 working days	4	39
4	Next working day	4	69
5	24 hour delivery (including evenings/weekends/holidays)	4	89

Limitation of Liability

Dreamsedge Studios will not be responsible for any incorrect or inaccurate Content uploaded to the Dreamsedge Studios website or in connection with any Hosting Services Services, whether caused by Users of the Hosting Service or by any of the equipment or programming associated with or utilised the Hosting Solution.
Dreamsedge Studios is not responsible for any problems or technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment, software, failure of any email or players due to technical problems or traffic congestion on the Internet or on any of the Hosting Services or combination thereof.
Dreamsedge Studios is not responsible for any error, omission, interruption, loss, deletion, defect, theft, destruction or unauthorized access to, or alteration of any Content you upload through any Hosting Service.
The Dreamsedge Studios Website may contain links to other websites. Dreamsedge Studios is not responsible for the Content, accuracy or opinions expressed on such websites, and such websites are in no way investigated, monitored or checked for accuracy or completeness by Dreamsedge Studios.
Dreamsedge Studios is not responsible for the conduct, whether online or offline, of any User of any Hosting Service.
All conditions, terms, representations and warranties relating to the Hosting Service supplied under this Agreement, whether imposed by statute or operation of law or otherwise, that are not expressly stated in these terms and conditions including, without limitation, the implied warranty of satisfactory quality and fitness for a particular purpose are hereby excluded to the extent applicable under Irish law.
Dreamsedge Studios’ total aggregate liability to you for any claim in contract, tort, negligence or otherwise arising out of or in connection with the provision of any Hosting Service shall be limited to the charges paid by you the Client in respect of the services which are the subject of any such claim.
In any event no claim shall be brought unless you have notified Dreamsedge Studios of the claim within one month of it arising.
In no event shall Dreamsedge Studios be liable to you the Client for any loss of business, contracts, profits or anticipated savings or for any other indirect or consequential or economic loss whatsoever.

Terms and Conditions Addendum – GDPR

This Addendum is an amendment to the Terms and Conditions between Dreamsedge Studios and you our customer (“Data Controller”) and any other contracts entered into between the parties. To the extent this Addendum is not consistent with any terms and conditions of any other contract the terms of this Addendum shall prevail.

Background

The new European General Data Protection Regulation (EU) 2016/679 (GDPR) came into force on 25th May 2018. In order to comply with its legal and regulatory obligations, Dreamsedge Studios has updated terms and conditions to comply with the GDPR as set out in this Addendum.

Data Processing

For the purposes of this Addendum the following defined terms shall have the following meanings: GDPR shall mean the General Data Protection Regulation (EU) 2016/679 and “personal data”, “controller”, “processor”, “data subject”, and “processing” shall have the meaning set out in the GDPR.
Each party shall comply at all times with GDPR and shall not perform its obligations under these terms and conditions in such a way as to cause the other to breach any of its applicable obligations under GDPR.
In the context of these terms and conditions, Dreamsedge Studios will act as “processor” to the Controller who may act as either “processor” or “controller” with respect to the personal data. Notwithstanding the foregoing, the parties acknowledge that:
1. Where personal data is not accessible to Dreamsedge Studios it shall not be a Processor, and therefore, in either case, the obligations of clause 7 shall not apply to Dreamsedge Studios.
The Controller represents and warrants to Dreamsedge Studios that with respect to any personal data processed pursuant to this Agreement:
1. All personal data is necessary for the purpose for which it is processed, accurate and up-to-date and the Controller shall at all times comply with Dreamsedge Studios’ acceptable usage policy;
2. The Controller has implemented appropriate technical and organisational measures to ensure a level of security appropriate to the risk to the personal data;
3. The Controller has obtained all the necessary consents from data subjects to process the personal data and to outsource the processing of any personal data to Dreamsedge Studios and the Controller covenants that it shall notify Dreamsedge Studios in writing if there are any material changes to these consents or to the personal data that Dreamsedge Studios processes under these terms and conditions; and
4. It is not aware of any circumstances likely to, and will not instruct Dreamsedge Studios to process the personal data in a manner that is likely to, give rise to a breach of the GDPR.
The Controller acknowledges and agrees that pursuant to its obligation under the GDPR to only appoint processors providing sufficient guarantees to implement appropriate technical and organisational measures to meet the requirements of the GDPR, it has assessed Dreamsedge Studios’ applicable technical and organisational measures and considers them to be sufficient, taking into account the nature, scope, context and purpose of the processing undertaken pursuant to these terms and conditions.
The Controller acknowledges and agrees that it is responsible for ensuring the compliance of any of its businesses, affiliates or subsidiaries located in a territory outside the EU/EEA with the GDPR in relation to transfers of personal data from Dreamsedge Studios to Controller.
Dreamsedge Studios will have access to the client data for the purposes of data import, processing, backup and logging (for the purposes of error tracking and feature development) for a term determined by:
1. The term set out in any contract for Software Development or Support between the Data Processor and the Data Controller, or
2. The term of any hosting contract that applies between the Data Processor and the Data Controller
whichever is longer.
Where Dreamsedge Studios processes personal data on behalf of a Controller, with respect to such processing, Dreamsedge Studios shall:
1. Process the personal data only in accordance with the terms and conditions, as amended by this Addendum, and the documented instructions of the Controller given from time to time. The Controller acknowledges that Dreamsedge Studios is under no duty to investigate the completeness, accuracy or sufficiency of such instructions and any additional instructions outside the scope of these terms and conditions, as amended by this Addendum, require prior written approval between Dreamsedge Studios and the Controller including agreement on any fees payable by Controller to Dreamsedge Studios for carrying out such instructions;
2. Only permit the personal data to be processed by persons who are bound by enforceable obligations of confidentiality and take steps to ensure such persons only act on Dreamsedge Studios’ instructions in relation to the processing;
3. Protect the personal data against unauthorised or unlawful processing and against accidental loss, destruction, damage, alteration or disclosure. These measures shall be appropriate to the harm and risk which might result from any unauthorised or unlawful processing, accidental loss, destruction or damage to the personal data and having regard to the nature of the personal data which is to be protected and the Controller shall notify Dreamsedge Studios immediately if the nature of such personal data changes in a material way;
4. Remain entitled to appoint third party sub-processors. Where Dreamsedge Studios appoints a third party sub-processor, it shall, with respect to GDPR obligations:
  1. ensure that the third party is subject to, and contractually bound by, at least the same obligations as Dreamsedge Studios; and
  2. remain fully liable to Controller for all acts and omissions of the third party, and all sub-processors engaged by Dreamsedge Studios as at the effective date of this Addendum shall be deemed authorized;
5. In addition to the sub-processors engaged pursuant to paragraph 8.4 above, be entitled to engage additional or replacement sub-processors, subject to:
  1. the provisions of paragraph 8.4.1 and 8.4.2 above, being applied; and
  2. Dreamsedge Studios notifying the Controller of the additional or replacement sub-processor, and where Controller objects to the additional or replacement sub-processor, the parties shall discuss the objection in good faith;
6. Notify the Controller without undue delay after becoming aware that it has suffered a personal data breach;
7. At the Controller’s cost and not more than once in any 12 month period permit the Controller, subject to reasonable and appropriate confidentiality undertakings, to inspect and audit (during business hours and on reasonable notice) Dreamsedge Studios’ data processing activities to enable the Controller to verify and/or procure that Dreamsedge Studios is complying with its obligations under clause 2 above. The Controller shall ensure that it adheres to any applicable Dreamsedge Studios site and security policies in the performance of such audit or inspection;
8. On the Controller’s reasonable request and at the Controller’s cost, assist the Controller to respond to requests from data subjects who are exercising their rights under the GDPR insofar as it is reasonable for Dreamsedge Studios to do so;
9. Save where such countries have been deemed by the European Commission to be providing an adequate level of protection pursuant to the relevant provisions of the GDPR, not process personal data outside the EU/EEA without the prior written consent of the Controller and, where the Controller consents to such transfer, to comply with any reasonable instructions notified to Dreamsedge Studios by it. Notwithstanding the foregoing, Dreamsedge Studios is expressly permitted to and instructed by the Controller that it may transfer personal data to any Dreamsedge Studios subsidiary and any Dreamsedge Studios subcontractor, subject to first ensuring that adequate protections are in place to protect the personal data consistent with the GDPR;
10. On the Controller’s reasonable request and at the Controller’s cost, assist (insofar as it is reasonable to do so and taking into account the nature of the information available to Dreamsedge Studios and any restrictions on disclosing the information, such as confidentiality) the Controller to comply with the Controller’s obligations pursuant to GDPR, comprising, if applicable: (i) notifying a supervisory authority that the Controller has suffered a personal data breach; (ii) communicating a personal data breach to an affected individual; (iii) carrying out an impact assessment; and (iv) where required under an impact assessment, engaging in prior consultation with a supervisory authority; and
11. Unless applicable law requires otherwise, upon termination of the contract delete or return all personal data provided by the Controller to Dreamsedge Studios, except to the extent this is not reasonably technically possible or prohibited by law or legislation.

Indemnity

The Controller shall indemnify and hold harmless on demand Dreamsedge Studios for any loss, damage, liabilities, penalties, expenses or fines incurred, whether foreseeable or unforeseeable or direct or indirect, (“losses”) as a result of:
1. The Controller breaching its obligations under clause 1 (Data Processing);
2. Any unsuccessful claim by a data subject when such claim holds both Controller and Dreamsedge Studios as jointly and severally liable under the GDPR.
Where under GDPR Dreamsedge Studios and the Controller incur joint and several liability, as Controller and Processor with any other person, and, as such, Dreamsedge Studios incurs losses, other than for damage caused by processing where it has not complied with obligations under GDPR specifically directed to Processors or where it has acted outside or contrary to the Controller’s lawful instructions under these terms and conditions, the Controller shall indemnify Dreamsedge Studios on demand against all such losses, save for such liability as corresponds directly to Dreamsedge Studios’ part of the responsibility for the damage caused by Dreamsedge Studios’ breach of the obligations of GDPR or under these terms and conditions.

Limitation of Liability

Neither party excludes or limits liability to the other party for any matter for which it would be unlawful for the parties to exclude liability.
Subject to Clause 1 above, with respect to any claim relating to a breach of the GDPR or a breach of this Addendum, Dreamsedge Studios shall not in any circumstances be liable to the Controller whether in contract, tort, including for negligence and breach of statutory duty howsoever arising, misrepresentation, whether innocent or negligent, restitution or otherwise, for:
1. Any loss, whether direct or indirect, of profits, business, business opportunities, revenue, turnover, reputation or goodwill; and
2. Any loss or corruption, whether direct or indirect, of personal data or information;
Subject to Clause 1 above, Dreamsedge Studios’ total aggregate liability to the Controller in contract, tort, including negligence and breach of statutory duty howsoever arising, misrepresentation, whether innocent or negligent, restitution or otherwise, arising in connection with a breach of GDPR or a breach of this Addendum or any collateral contract shall in all circumstances be limited to the greater of:
1. The Charges paid or payable by the Controller to Dreamsedge Studios under the relevant contract in the Initial Term; or
2. The total Charges paid or payable by the Controller to Dreamsedge Studios under the relevant contract in the contract year concerned.

Governing Law and Jurisdiction

This Addendum and any dispute or claim arising out of or in connection with it, or its subject matter or formation, including non-contractual disputes or claims, shall be governed by, and construed in accordance with, Irish law. The parties agree that the courts of Ireland will have exclusive jurisdiction to settle any dispute, whether contractual or non-contractual, arising from or in connection with the Addendum.

Dreamsedge Studios reserves the right to change these terms and conditions without notice. In order to avoid doubt, such terms and conditions are referenced in email communications and on all invoices. By payment of invoices the Clients and/or existing Client’s confirms their ongoing acceptance of the terms and conditions. It is the Client’s and/or Client’s responsibility to check these terms and conditions before accepting them.

List of Dreamsedge Studios Subprocessors

Last revised on July 20th 2018

To support the delivery of the Dreamsedge Studios Services, Dreamsedge Studios uses service providers that may store and process personal data about your Visitors and Authorized Users (each, a “Processor”). This page provides important information about the identity, location, and role of these Processors. Terms used on this page but not defined have the meaning set forth in our Terms of Service agreement (the “Agreement”).

Third Parties
Dreamsedge Studios currently uses third party Processors to provide infrastructure services and perform other functions related to the Dreamsedge Studios Service:

Entity Name	Processing Activities	Entity Country
Amazon Web Services, Inc.	Cloud Service Provider	Ireland
Google, Inc.	Cloud / Email Service Provider. Used for some clients. Clients will be informed when this service is used.	United States
Gandi, Inc.	Domain Registration Service Provider	Luxembourg
Letshost, Inc.	Domain Registration Service Provider Used for some clients. Clients will be informed when this service is used.	Ireland
Yandex, Inc.	Email Service Provider Used for some clients. Clients will be informed when this service is used.	Switzerland