Tagbridge Limited - Terms and Conditions

General terms of services

Interpretation
In these Terms and Conditions

'Tagbridge' and 'we' mean a division of Tagbridge Limited, 145-157 St.John Street, London, EC1V 4PY.

'Customer' and 'you' mean the party named in the order form

If Customer is an individual, Customer represents and warrants to Tagbridge that he or she is at least 18 years of age.

References to the masculine or feminine gender shall include the neuter and vice versa

Server use
Tagbridge reserves the right to refuse service and/or access to its servers to anyone. Refusal of service based on content matching either of these two criteria is entirely at the discretion of Tagbridge. Tagbridge does not allow any of the following content to be stored on its servers:

- Adult material - includes all pornography, erotic images, or otherwise lewd or obscene content.
- Excessive download content or non-linked content.

Tagbridge reserves the right to move your data to a different server without notice.

Support
We will endeavour to provide a continuous high quality service. If you experience problems with your service, you should consult our support website at http://www.tagbridge.net/_.php?page=helpdesk. Should you fail to find a resolution to your problem in our Knowledge Base then please contact us via our online support system.

Please note we may require suspension of some of our services for short scheduled periods to carry out maintenance or repair to our services. Information concerning scheduled downtime is available in the Maintenance section at http://www.tagbridge.net/_.php?page=blog, as are details of any interruptions to our services.

Bandwidth use policy
If you exceed the limits on your allocated bandwidth we will automatically charge you for the additional bandwidth you use at £1.00 for each additional 1GB of bandwidth. For example if you have 100GB bandwidth and 150GB bandwidth is in use at the time of billing then we will automatically charge you for an additional 50GB bandwidth.

High Resource User Policy
Resources are defined as bandwidth, processor utilisation or disk space. Tagbridge may implement the following policy at its sole discretion:

When a website is found to be monopolising the resources available Tagbridge reserves the right to suspend that site immediately. This policy is only implemented in extreme circumstances and is intended to prevent the misuse of our servers. Customers may be offered an option whereby Tagbridge continues hosting the website for an additional fee.

Payment policies
All accounts are set up on a prepay basis. Although Tagbridge reserves the right to change prices of accounts or services at any time, all pricing is guaranteed for the period of prepayment. Payment thereafter is due monthly, quarterly or annually, in advance following the date the account was established. Customers will automatically be invoiced again for the next prepay period unless closure notification has already been given.

In situations where an invoice remains unpaid Tagbridge reserves the right to suspend other services until the outstanding debt is cleared. Any non-payment of a recurring invoice is subject to a £20 administration charge.

The customer is responsible for all money owed on the account from the time it was established to the end of the notice period following the time that the customer sends a written cancellation request.

For customers who have credit/debit card accounts you are required to have a valid credit/debit card and email address registered on your account at all times, failure to do so may result in suspension of your account.

Invoices will be sent directly to customers via email unless otherwise requested. All payment is in pounds sterling of the United Kingdom.

Your personal details
Please note that whilst your email is primarily used for billing purposes, Tagbridge reserves the right to email you information about enhancements to our systems and product offerings. You can unsubscribe from marketing communications at any time.

We will not provide any of your personal information to other companies or individuals without your permission. However, we may need to provide your contact details to third parties that Tagbridge may use for the purposes of delivering specific services to you (e.g. customer support).

Payment options
In order to streamline our accounting procedures and keep costs down Tagbridge currently runs a limited number of payment options.

Payment may be made by bank transfer or standing orders into Tagbridge's bank account. Payment may not be made by cheque other than by business customers and with the prior agreement of Tagbridge. Tagbridge cannot guarantee that a service will be provided until after any received cheque has been cleared.

Tagbridge accepts MasterCard, Visa, Visa electron, Switch/Maestro or Solo. In addition, Paypal and Google Checkout payment is accepted.

Cancellation and refunds
Tagbridge reserves the right to cancel the service at any time. In this event customers will be entitled to a pro rata refund based upon the remaining period of membership. If a customer contravenes Tagbridge's terms of service, a refund will not be issued in the event of a cancellation.

Customers may cancel their account at any time by giving 7 days notice of cancellation.

Any refund request is at the discretion of our Billing Department.

Chargebacks
Customers shall not withdraw payments via bank or credit card (a "chargeback") without the prior written consent of Tagbridge and shall undertake to observe the conditions on which such consent is granted and to pay a fee of £50 to Tagbridge in respect thereof. Failure to obtain consent or to observe the conditions on which such consent is given in relation to any chargeback shall constitute a breach of this contract by the Customer. Tagbridge reserves its right to dispute such chargebacks and to recover the original monies from the customer.

Indemnification
Customer agrees that it shall indemnify, save and hold Tagbridge harmless from any and all demands, liabilities, losses, costs and claims, including reasonable attorney's fees asserted against Tagbridge, its agents, its customers, officers and employees, that may arise or result from any service provided or performed or agreed to be performed or any product sold by customer, its agents, employees or assigns.

Customer agrees to defend, indemnify and hold harmless Tagbridge against liabilities arising out of any injury to person or property caused by any products sold or otherwise distributed in connection with Tagbridge's servers and any material supplied by customer infringing or allegedly infringing on the proprietary rights of a third party, including;

- copyright infringement
- any defective products sold to customer from Tagbridge's servers and any content on customer's websites.

Disclaimer
Tagbridge will not be responsible for any damages your business may suffer and gives no warranties of any kind, express or implied, statutory or otherwise, for services we provide.

Tagbridge may, as a part of the services that we offer you, back up your data/website and, in the unlikely event of any corruption or hardware failure, Tagbridge will seek to replace lost data but it gives no guarantee that it will be able to do so.

Tagbridge disclaims any warranty of merchantability or fitness for a particular purpose. This includes loss of data resulting from delays, non-deliveries, wrong delivery, and any and all service interruptions caused by Tagbridge and its employees.

Tagbridge reserves the right to revise its policies at any time.

Entire Terms of Service
Unless amended or modified by means of a written document signed by both you and an authorised representative of Tagbridge, these Terms of Service, together with those contained in any document expressly incorporated by reference in these Terms of Service, constitute the entire Terms of Service between the parties and supersede and extinguish any prior agreements, undertakings, representations, warranties and arrangements of any nature, whether in writing or oral, relating to the transactions contemplated by the parties under these Terms of Service .

Amendment in Writing
These Terms of Service may not be amended or modified by you except by means of a written document signed by both you and an authorised representative of Tagbridge.

Further Assurances
The parties shall execute such further and other documents and instruments and take such further and other actions as may be necessary to carry out and give full effect to the transactions contemplated by the parties under these Terms of Service.

Relationship of the Parties
Nothing in these Terms of Service shall be construed as creating an agency relationship, partnership or joint venture between the parties.

Joint and Several Obligations
If any party consists of more than one entity, their obligations hereunder are joint and several.

No Third Party Beneficiaries
These Terms of Service do not provide, and shall not be construed to provide, any third parties with any remedy, claim, cause of action or privilege.

Severability
In the event that any provision of these Terms of Service shall be unenforceable or invalid under any applicable law or be so held by applicable court decision, such unenforceability or invalidity shall not render these Terms of Service unenforceable or invalid as a whole. Tagbridge will amend or replace such provision with one that is valid and enforceable and which achieves, to the extent possible, the original objectives and intent of Tagbridge as reflected in the original provision.

Payment
If charges relating to products, services or bandwidth overage are outstanding for a period greater than 5 working days or any chargebacks are issued, your service may be suspended and furthermore, Tagbridge may refer the account to a debt collection agency.

 

Dedicated, Virtual Private and Co-located Servers
The following terms and conditions apply to the Dedicated, Virtual and Co-located Server services:

 

Service level agreement
At Tagbridge we aim to deliver, but are unable to guarantee, the highest possible levels of up-time. If our internet connectivity fails to meet the 99.9% network up-time guarantee for the previous 30 days for your server, then you'll be eligible to claim a credit of one day's service fee for every hour that your server is unavailable. Availability is defined as the server responding to a ping request. Contact us via the http://www.tagbridge.net/_.php?page=helpdesk should you require any additional information or to obtain credit. Credit requests must be recieved no later than 48 hours past the reported incident.

Please note: 99.9% network uptime guarantee does not include scheduled maintenance - normally conducted outside of working hours.

If we can't fulfil this service level agreement, Tagbridge shall not be liable for, nor will it refund, more than your monthly equivalent service fee.

Server Ownership
Servers remain the property of Tagbridge at all times, unless the server is a co-located server in which case the server remains the customer's property.

Availability of the Services
The minimum acceptable level of uptime for the Service in any given month shall be 99.9% ((excluding scheduled maintenance) as determined by the following formula:

Uptime Ratio (excluding scheduled maintenance) = (Total Time - Lost Time) / Total Time x 100%
where Total Time = total number of hours within a month Lost Time = total number of hours any equipment inside the Tagbridge Backup Centre is unavailable for service during a month.

If the uptime falls below 99.9%, and at the Customer request, the Customer's account will be credited on a pro rata basis for one day of the monthly fee for the service for each complete hour of Lost Time over and above that included in the acceptable level of uptime calculation. This is limited to the total amount paid by the customer in any month.

Scheduled Maintenance
Scheduled Maintenance shall mean any planned maintenance performed within the Tagbridge Backup Centre. Where possible, Customers will be given 7 days notice of Scheduled Maintenance. Notice of Scheduled Maintenance will be provided to the Customer's designated point of contact by email.

Unavailability caused by Scheduled Maintenance does not count towards to the "Lost Time" calculation for Service Availability.

Termination
The Customer may terminate this agreement without penalty by giving 7 days notice notice in writing to Tagbridge past the minimal rental period.

Cost and Charges
The Service costs involve an initial set up charge for each user and a recurring monthly charge which depends on the amount of data backed up onto the system.

Liability
43.1 Tagbridge shall under no circumstances be liable to the Customer for any loss (whether direct or indirect) of revenue, loss of profits or any consequential loss whatsoever from the provision of this service.

General
No Waiver of Default. No waiver will be effective unless documented in a writing signed by an authorized
representative of the party against which enforcement of the waiver is sought. The failure of either party to insist upon strict performance of any of the terms or provisions of this Agreement, or the exercise of any option, right, or remedy contained herein, shall not be construed as a waiver of any future application of such term, provision, option, right, or remedy, and such term, provision, option, right, or remedy shall continue and remain in full force and effect.

Non-Solicitation. During the term of this Contract and for a period of one (1) year after the termination of this Contract, the Customer shall not, by his officers, employees or agents, directly or indirectly solicit, discuss employment with, offer employment to, nor otherwise use, hire, or utilize the services of any employee of Tagbridge or any person who has been employed by Tagbridge within one (1) year prior to the date of solicitation, hiring, or other such activity.

Statute of Limitations. Any action arising out of, resulting from, or in any way connected with this Contract shall be barred unless brought within one (1) year after the injured party first had or should reasonably have had knowledge of the facts giving rise to the cause of action.

Effect of Termination. On termination of this Contract however caused, and without prejudice to the provisions of Clause 12, Tagbridge’s obligation to retain any Data ceases, and Tagbridge shall be permitted to delete any Data held on its servers.

References to Legislation. Any reference to a statutory provision shall include that provision as from time to time modified or re-enacted provided that in the case of modifications or re-enactments made after the date of this Contract the same shall not have effected a substantive change to that provision.

Singular and Plural and Gender. The singular includes the plural and vice versa and any gender includes any other gender.

Headings. The headings of this Contract are for ease of reference only and shall not be taken into account in the construction or interpretation of any provision to which they refer.

Cumulative Remedies. The provisions of this Contract, and the rights and remedies of the parties under it are cumulative and are without prejudice and in addition to any rights or remedies a party may have at law or in equity. No exercise by a party of any one right or remedy under this Contract, or at law or in equity, shall (save to the extent, if any, provided expressly in this Contract, or at law or in equity) operate so as to hinder or prevent the exercise by it of any other such right or remedy.

Acceptable use policy
Guidelines. This policy is subject to change, so please check regularly for updates. This policy is in addition to Tagbridge Terms of Service.

 

Tagbridge Limited reserves the right to cancel, suspend or make unavailable any service to client following any abuse, or alleged abuse of any staff, subcontractors or affiliates of Tagbridge Limited. Tagbridge Limited will in its sole discretion determine what is classified as abuse for the purpose of this agreement. Any disputes of such claim must be made in writing or email to risk@tagbridge.net.

Tagbridge reserves the right to suspend or cancel a customer's access to any or all services provided by Tagbridge, where Tagbridge decides that the account has been inappropriately used. Tagbridge reserves the right to refuse service and/or access to its servers to anyone.

Tagbridge may offer unlimited web space and bandwidth with some shared and reseller hosting account types. By this, we mean unlimited space for legitimate web site content and bandwidth for visitors to view it. All files on a domain must be part of the active website and linked to the site. Sites should not contain any backups, downloads, or other non-web based content. We will treat all password protected archive (e.g. zip and rar) files as unacceptable. Multimedia content such as audio and video is acceptable provided it is streamed to the user; links to HTTP download of this content is not acceptable. Tagbridge can offer a streaming media service for this type of content.

Scripts on the site must be designed to produce web-based content, and not to use the server as an application server. Using the server to generate large volumes of email from a database is an example of activity that is not allowed. Scripts should not attempt to manipulate the timeouts on servers. These are set at the present values to ensure the reliability of the server. Sites that reset these do so because they are resource intensive, and adversely affect server performance and are therefore not allowed.

Tagbridge will disable any domain that fails to adhere to the following criteria as soon as we are made aware, in line with current working practices:

The primary purpose of any site must be to provide web-based content to viewers. Files on the site must be
linked to the web site.

The primary purpose of any script must be to produce a web page. Scripts that send a single email based upon user entered information, or update a database are acceptable. Scripts that send bulk email or perform processor intensive database processes are not allowed. All outgoing mail is monitored and filtered and must be sent to or from a Tagbridge-hosted domain.

Any server or hosting service provided by Tagbridge;

- Must not host Warez, copyright or other illegal material. The onus is on you the customer to prove that you own the rights to publish material, not for Tagbridge to prove that you do not.

- Must not contain pornographic or other lewd material. Adult Material includes all pornography, erotic
images, or otherwise lewd or obscene content. The designation of "adult material" is left entirely to the discretion of Tagbridge.

- Must not use excessive amounts of server resources. These include bandwidth, processor utilisation and /or disk space. Please see the 'High Resource Use Policy' in the General Terms and Conditions.

- Must not contain scripts that attempt to access privileged server resources, or other sites on the same server.

 

General

Tagbridge are committed to assisting, and cooperating with, all law enforcement and government agencies in helping to reduce Internet Crime.

Tagbridge may suspend access to an account which:

Contains invalid or fraudulent details.
Initiates a payment card chargeback.
Is unpaid.

If Tagbridge disable a site or server, we will send an email to the account administrator, informing them of the suspension - please ensure you use an email address that will be unaffected by any suspensions, to ensure that you are immediately made aware of any changes in your account status.

Provide follow up correspondence during office hours from our Abuse Department, detailing the reasons for the suspension and what actions, if any, the administrator should take to rectify the situation.

Work with you to suggest a resolution to the issue at hand and arrange for the restoration of services in the
shortest timescale possible once an agreement has been reached.

Not re-enable any domain or server that has a history of similar misuse.

Pass the account to the appropriate department to resolve any outstanding issues such as account balance or closure.

For less serious cases, such as email problems, the Misuse department will contact you during office hours and inform you of any changes made to your account and the reasons for those changes.

If an action is taken against a site or server, you should communicate directly with Tagbridge within office hours. Outside of office hours our Customer Support Department will be able to discuss the matter and assist in the resolution of the majority of investigations.

Restoration of any and all services suspended during a Abuse Investigation will be considered on a case-by-case basis.

Reporting abuse
In order to efficiently process your report we need you to send as much information as possible and your contact email address and phone number. Below are details that we will need from you when investigating internet abuse.

Reports will not be investigated until the below details are received, so if any of the below is missing from your report, please resend the information.

1) Reporting port scanning, attempted hacking and firewall activity
Where your report is based upon information obtained from a firewall, please ensure that you send the relevant unedited firewall log (or excerpt). Please ensure that the log includes the time, date and time zone.
You also need to confirm that the clock on your PC is accurate and that you are using the correct time zone for your locale.

Screenshots or image files will not be accepted as evidence of a system intrusion.
If you see any other misuse on your own servers originating from a Tagbridge IP Address, then please send us the following information:

Your URL, your web server log, shows the IP Address, Time, Date and Time zone of the IP Address logging into your server and any details of the misuse that has taken place.

2) Reporting email / newsgroup abuse (including spam)
We require the full header and content of the Email/Newsgroup post. The header enables us to trace the journey that an Email/Newsgroup post has made from the computer it originated from to the computer it was downloaded to. Please see below for instructions on retrieving full mail headers within Microsoft Outlook. If you use another mail client, please check your provider's support documentation for this information.

To retrieve headers in Outlook (with the email not opened in your inbox):
• Right click on a message and choose "Options"
• From pop-up box, copy all from "Internet Headers" window
• Close pop-up box
• Right click on the message again and choose "Forward"
• Paste headers into the top of the pop-up email forward window
• Send to abuse@tagbridge.co.uk
To retrieve email headers from Outlook Express for Windows:
• With the mail unopened in your inbox
• Right click on the mail
• Choose properties
• Click on the 'details' tab at the top of the 'pop-up' box
• Press "message source"
• Copy the contents of the new window and paste it into your email to abuse@tagbridge.co.uk
To retrieve email headers from Outlook Express for Macintosh:
• With the mail unopened in your inbox
• Click View
• Click Source
• To select all use: command + a
• To copy use: command + c
• To paste the header use: command + v
• Paste the contents into a new email addressed to abuse@tagbridge.co.uk

3) Reporting virus activity
If you have received or been infected by a virus, worm or Trojan please note that Tagbridge are unable to offer any support in their removal. We recommend that you install Anti-Virus software and ensure that it is updated regularly. Please include the following information in your complaint.

Header of the email (if one is available) and content of the email.
The email attachment that was sent to you (if any). The attachment may need to be placed in an archived file (.zip, .rar etc) for our email software to receive it. The website contains helpful instructions to help you with this procedure. If you cannot attach the virus, then please send the email and header only.

4) Reporting web space and server abuse
If you become aware of any web space hosted by Tagbridge that you feel is in contravention of our Terms and Conditions or Acceptable Use Policy, then please report this to us via our http://www.tagbridge.net/_.php?page=helpdesk with the details. Please send the following information:

The URL (such as www.tagbridge.net), the time and date that you noticed the infringement, any details regarding how you came to view the material and a precise description of why you believe the domain to be in breach. Tagbridge actively report any illegal activities that take place on our servers to the Police. Tagbridge also work with the Internet Watch Foundation to ensure that any images of child abuse are removed from our service and reported as soon as we are made aware, in line with current working practices.

Complaints Escalation Procedure
We aim to give outstanding service and value for money, however we recognise that from time to time issues can arise that need to be escalated. We are committed to resolving any such issues as quickly and efficiently as possible. The following section gives information on how to contact us, and what to do if you have a complaint.

Step one: how to contact us
If you are unhappy with any of our services, or you feel that you have not received a satisfactory response from our Customer Support teams, you may send your complaint in writing to:

Sales/Billing Manager
Tagbridge Limited
145-157 St.John Street
London
EC1V 4PY
United Kingdom

You should expect to receive a response to your query within seven working days of us receiving your correspondence.

Step two: what we will do
On receipt of your complaint our Operations Manager will thoroughly investigate any issues raised and propose a course of action for resolution.

Step three: if you are not satisfied
If you are not satisfied with the action we plan to take, you should request that your complaint be referred in writing to:

Managing Directors
Tagbridge Limited
145-157 St.John Street
London
EC1V 4PY
United Kingdom

You should expect to receive a response to your complaint within seven working days of our receiving your letter of complaint.

Step four: what we will do
On receipt of your complaint our Managing Director will thoroughly investigate any issues raised and propose a course of action for resolution.

Contact information
We are happy to answer any questions you may have regarding your Tagbridge services. Please note that any discussions with Tagbridge Limited are treated in strictest confidence, so we may need to ask you security questions to confirm that we are speaking to the right person.

Privacy policy
Your right to privacy is very important.

 

Tagbridge recognise that when you choose to provide us with information about yourself, you trust us to act in a responsible manner. We believe this information should only be used to help us provide you with a better service. That's why we have put a policy in place to protect your personal information. Below is a summary of our policy.

By submitting personal data manually or in electronic form to this web site, or by using this site, you give your consent that all personal data you submit may be processed in the manner and for the purposes described below.

What personal information does Tagbridge collect?
When making a purchase with Tagbridge, Tagbridge will collect your contact information, which includes name, address, email address and phone number, as well as payment information. When you become a Tagbridge customer you automatically subscribe to electronic newsletter and special offer promotions. Please contact Tagbridge if you no longer wish to receive such communications.

Protecting your privacy
We will take appropriate steps to protect your privacy. Whenever you provide sensitive information (for example, a credit card number to make a purchase), we will take all reasonable steps to protect it, such as encrypting your card number. We will also take reasonable security measures to protect your personal information in storage. Credit card numbers are used only for payment processing and are not retained for marketing purposes.

On occasion, we may need to provide your name and delivery address to third parties that Tagbridge may use for the purposes of delivering specific services to you (e.g., customer support.). We will not provide any of your personal information to other companies or individuals for marketing purposes without your permission. Tagbridge may provide links to third party sites. Since we do not control those websites, we encourage you to review the privacy policies of these third party sites.

Use of cookies
Tagbridge uses cookies for various reasons, for example, cookies enable us to track information during web based forms. These cookies do not track individual information. Cookies from Tagbridge can only be read by Tagbridge. If you choose to disable cookies in your browser, you will not be able to carry out some transactions with Tagbridge.

If you do nothing other than read pages or download information while using this web site, we will capture and store information about your visit. This information will not identify you; it relates to:

• the Internet domain (e.g. www.tagbridge.net) and IP address from which you access the web site
• the type of browser (Internet Explorer or Netscape) and operating system (Windows, UNIX) you use
• the date and time of your visit
• the pages you visit
• the address of the web site from which you linked to us (if applicable).

We use this information to make each visit more rewarding, and to provide us with information to help improve our service. We do not know (and do not want to know) the identities of people who visit us in this way.

How can you update the personal information you have provided to us?
You can help Tagbridge maintain the accuracy of your information by notifying Tagbridge of any changes to your address, title, phone number or e-mail address.

The personal information we collect and maintain will be subject to the version of the Privacy Policy in effect at the time of collection. We reserve the right to change the Privacy Policy from time to time and will provide notice of these changes on the Privacy Policy pages of our web site. You should make sure you periodically review the Privacy Policy to make sure it meets your needs.

Please note: by signing up for any of our services you agree to be bound by all Tagbridge terms and conditions.

 

Other Terms of Service

Force Majeure
Tagbridge shall not be responsible for any failure to provide any service or perform any obligation because of any act of God, strike, work stoppage, governmental acts or directives, war, riot or civil commotion, equipment or facilities shortages which are being experienced by providers of telecommunication services generally, or other similar force beyond its reasonable control.

Non-Waiver
The failure of Tagbridge to provide your performance provision shall not affect the full right to require such performance at any time thereafter; nor shall the waiver by Tagbridge of a breach of any provision hereof be taken or held to be a waiver of the provision itself.

Survival
The provisions, terms, conditions representations, warranties, covenants, and obligations contained in or imposed by these Terms of Service shall be and remain enforceable notwithstanding termination of these Terms of Service for any reason. However, neither party shall be liable to other for damages of any sort resulting solely from terminating these Terms of Service in accordance with its terms but each party shall be liable for any damage from any breach by it of these Terms of Service.

Notice
You agree that any notice or communications required or permitted to be delivered under these Terms of Service by Tagbridge to you shall be deemed to have been given if delivered by e-mail, or first class mail in accordance with the contact information you have provided.

Governing Law
Except as otherwise set forth in the Dispute Policy with respect to disputes, these Terms of Service, your rights and obligations and all transactions contemplated by these Terms of Service shall be governed by and construed in accordance with English law.

Legal Fees
If any legal action or proceeding, including arbitration, relating to the performance or the enforcement of any provision of these Terms of Service is brought by any party to these Terms of Service, the party in whose favour judgment shall be granted shall be entitled to recover reasonable legal fees, expert witness fees, costs and disbursements, in addition to any other relief to which the prevailing party may be entitled.

Assignment
You shall not assign, sub-license or transfer your rights or obligations under these Terms of Service to any third party without the prior written consent of Tagbridge and without first obtaining the undertaking of such third party to be bound by these Terms and Conditions s if an original party thereto. However, in the event that Tagbridge consents to such an assignment, sub-licence or transfer, and the third party accepts such assignment, sub-licence or transfer then such thirdparty shall be deemed to have notice of these Terms of Service, the provisions whereof shall enure to the benefit of and be binding upon the parties and their respective successors and permitted assigns.