| The Customer's
use of the Service (as defined below) and/or acceptance of these
Terms and Conditions ("Conditions") constitute the Customer's agreement
to be bound by these Conditions. These Conditions must be read in
conjunction with those of SolutionsNet Ltd. which may be subject
to change from time to time. It is the Customer's responsibility
to ensure that they comply with the latest edition of the Acceptable
Usage Policy (AUP) in force at any given time. |
| These Conditions,
together with those of SolutionsNet Ltd. AUP, explain the responsibilities
of SolutionsNet Ltd. to the Customer and the Customer's responsibilities
to SolutionsNet Ltd. and to other users of the Service ("Users").
The AUP in particular outlines what SolutionsNet Ltd. considers
to be unacceptable use of the Internet by our customers so that
SolutionsNet Ltd. can take appropriate steps against abusers of
the Internet. The AUP and the Application Form are an integral part
of these Conditions and, unless otherwise expressly stated, all
references to Conditions include reference to the AUP and to the
Application Form. If you are a Consumer, you must be 18 years or
older to register for the Service. |
| Terms and conditions
for SolutionsNet Ltd. ADSL Services: |
| 1. |
Definitions |
| |
Please note some terms used in
these Conditions have a certain meaning:
"Access Line" means
the telecommunications circuit that the Customer uses to obtain telecommunications
services over the public switched telephone network at the Premises
as notified by the Customer to SolutionsNet Ltd.;
"Act"
means the Telecommunications Act 1984; "Agreement" means these Conditions
together with the applicable Application Form and AUP;
"Application
Form" means the form that the Customer signs to apply for the Service;
"Carrier" means any supplier of telecommunications services
to SolutionsNet Ltd. for the Service;
"Commencement Date"
means the date when the Customer first receives the live Service.
"Confidential Information" means any information of a confidential
nature obtained under or in connection with this Agreement including,
but not limited to, any information regarding the existence of errors
or viruses found in the Service and all other information which SolutionsNet
Ltd. characterises as confidential at the time of its disclosure either
in writing or orally.
Confidential Information does not include information which the Customer
can demonstrate:
(a) is previously rightfully known to the Customer without restriction
at the time of disclosure;
(b) is or becomes, from no act or omission on the Customers part,
generally known in the relevant industry or public domain;
(c) is disclosed to the Customer by a third party as a matter of right
and without restriction at the time of disclosure; or
(d) is independently developed by the Customer without access to the
Confidential Information.
"Customer" means the person who
orders the Service and person shall be taken to include bodies corporate
or unincorporate. SolutionsNet Ltd. may accept instructions from another
person who SolutionsNet Ltd. reasonably believes is acting with the
Customer's authority or knowledge.
"Customer Apparatus"
means apparatus belonging to the Customer not forming part of the
Equipment but which may be connected to the Equipment; "Equipment"
means any apparatus or equipment provided by SolutionsNet Ltd. or
any third party to the Customer at the Premises to enable provision
of the Service;
"Minimum Period of Service"
(a) For customers ordering SolutionsNet Ltd. - The minimum period
of service is thirty (30) days. If termination occurs within the first
twelve (12) months from the commencement date, a termination fee of
£65.00 + VAT will be payable.
(b) For customers ordering SolutionsNet Ltd. ADSL Standard services
- The minimum period of service will be three (3) months from the
commencement date.
(c) For customers ordering SolutionsNet Ltd. ADSL Managed services
- The minimum period of service will be twelve (12) months from the
commencement date.
"Physical Characteristics"
(a) For customers wishing SolutionsNet Ltd. to manage the connection
only - Means an existing standard British Telecommunications analogue
telephone line which does not have any incompatible services enabled
upon it, as detailed in the Service description.
(b) For customers wishing SolutionsNet Ltd. to manage the connection,
installation and equipment: · For Home customers - An existing standard
British Telecommunications analogue telephone line which does not
have any incompatible services enabled upon it, as detailed in the
Service description. · For Business customers - means one (1) wall
mounted power socket within two (2) metres of the master phone socket
and an existing standard British Telecommunications analogue telephone
line which does not have any incompatible services enabled upon it,
as detailed in the Service description;
"SolutionsNet Ltd.
System" means the telecommunication system which SolutionsNet Ltd.
runs and, for the purpose of this Agreement, any apparatus leased
by, or otherwise obtained by, SolutionsNet Ltd. from a third party.
"Premises" means the Customer's premises where the Service
is to be received. "Service" means the installation, connection and
supply of a telecommunications circuit capable of supporting ADSL
services at the Premises and the provision of telecommunication services
over such circuit as detailed in our website.
"Standard
Tests" means the tests carried out by SolutionsNet Ltd. or any third
party to determine whether the Service is ready; "Term" is defined
in clause 3. |
|
|
| 2. |
Provision of The Service |
| 2.1 |
The Service is described on the
web site of SolutionsNet Ltd.. |
| 2.2 |
The provisions of the Application
Form are binding on SolutionsNet Ltd., once SolutionsNet Ltd. confirms
to the Customer in writing acceptance of the Customer's order. The
Customer agrees to receive the Service and pay the fees for the Service
as specified in this Agreement. |
| 2.3 |
SolutionsNet Ltd. will provide
the Service to the Customer in accordance with the Conditions of this
Agreement and with reasonable skill and care. It is technically impracticable
to provide the Service or the telecommunications services free of
faults and SolutionsNet Ltd. does not undertake to do so. |
| 2.4 |
SolutionsNet Ltd. will use its
reasonable endeavours to provide a prompt and continuing Service but
will not be liable for any loss of data resulting from delays, non-deliveries,
missed deliveries, or service interruptions caused by events beyond
the control of SolutionsNet Ltd., or by errors or omissions of the
Customer. |
| 2.5 |
SolutionsNet Ltd. exclude all
and any warranties and conditions of any kind, whether express or
implied, in respect of the Service and any content or data obtained
or downloaded from it or the accuracy of information received through
it. |
| 2.6 |
To use the Service, the Customer
needs to supply SolutionsNet Ltd. with certain details on the Customer's
Application Form. SolutionsNet Ltd. will respect the privacy of this
information and will comply with applicable data protection legislation
in respect of it. |
| 2.7 |
The Customer must have an Access
Line with the Physical Characteristics in order to receive the Service.
If the Customer changes from the Physical Characteristics, SolutionsNet
Ltd. cannot be held responsible if the Customer is no longer able
to receive the Service. |
| 2.8 |
The Customer acknowledges that
the Service will depend upon the characteristics of the Customer's
Access Line and that where the Carrier so determines it may not be
possible to supply the Service. In this event SolutionsNet Ltd. shall
have the right to terminate this Agreement without liability to the
Customer. |
| 2.9 |
From time to time certain Points
of Presence (PoPs), servers, or the whole or part of the Network may
be closed down for routine repair or maintenance work. SolutionsNet
Ltd. or its authorised representative shall give as much notice as
in the circumstances is reasonable and SolutionsNet Ltd. shall endeavour
to carry out such works during the scheduled maintenance periods as
published from time to time. |
| 2.10 |
SolutionsNet Ltd. may occasionally
have to interrupt the Service or change the technical specification
of the Service for operational reasons or because of an emergency.
SolutionsNet Ltd. will give the Customer as much notice as possible
of any planned interruption of the Customer's Service. In these circumstances
The Customer shall have no claim against SolutionsNet Ltd. for any
such interruption. |
| 2.11 |
SolutionsNet Ltd. will correct
reported faults as soon as possible. Should the Customer encounter
a fault with the Service the Customer should report the fault to the
SolutionsNet Ltd. ADSL helpdesk. Technical Support contact information
including availability times is available on the web site of SolutionsNet
Ltd.. |
| 2.12 |
SolutionsNet Ltd. may include
links from time to time from the Service to other Internet sites.
SolutionsNet Ltd. have no control over the content of such sites and
disclaims any liability in respect of the Customer's use of such sites.
The Customer may wish to use one of the available filtering software
products to help prevent access to certain web content. |
| 2.13 |
The Customer acknowledges that
the Service shall be provided by SolutionsNet Ltd. at the Premises
and that under these Conditions the Customer cannot require SolutionsNet
Ltd. to transfer the Service or Equipment to another location. In
the event the Customer requests the Equipment to be moved to another
location within the Premises, SolutionsNet Ltd. reserve the right
to accept or reject such request and the decision of SolutionsNet
Ltd. shall be final. Any expense incurred in such move of the Equipment
within the Premises shall be incurred by the Customer. |
| 2.14 |
| Except as otherwise
expressly permitted in these Conditions, and in addition to
other restrictions herein, the Customer may not: |
| 2.14.1 |
redistribute, encumber,
sell rent, lease, sub-license, copy or use the Service or otherwise
transfer rights to the use of the Service to any third party,
whether in whole or in part; |
| 2.14.2 |
disclose Service features,
errors or viruses to any third party without the prior written
consent of SolutionsNet Ltd.; |
| 2.14.3 |
use the Service except in
conjunction with SolutionsNet Ltd. recommended operating environment,
notified by SolutionsNet Ltd.; or |
| 2.14.4 |
modify the Service without
SolutionsNet Ltd. prior written consent. |
|
| 2.15 |
SolutionsNet Ltd. reserves the
right to remove e-mail from SolutionsNet Ltd. servers that is left
for a period of more than four months. |
| 2.16 |
SolutionsNet Ltd. reserves the
right to change the Customer's password at any time at its sole discretion.
|
|
|
| 3. |
Term |
| 3.1 |
This Agreement will commence on
the Commencement Date and shall continue for a term equivalent to
the subscription period paid by the Customer until the expiry of that
subscription period or the Agreement is terminated in accordance with
the terms hereof ("the Term") subject to the provisions of paragraph
13.1 |
| 3.2 |
The Minimum Period of Service
does not prevent SolutionsNet Ltd. from suspending or terminating
the Service under paragraphs 12 and 13 of this Agreement. |
|
|
| 4. |
Fees |
| 4.1 |
SolutionsNet Ltd. shall provide
the Customer with the Service for the fees as set out on the Application
Form. These fees are payable in advance from the start of the Minimum
Period of Service. Payment will be due on the date specified on the
invoice. SolutionsNet Ltd. accept major credit cards, cheques or direct
debit payments. Save where the Service is terminated by SolutionsNet
Ltd. without cause, the Customer shall not be entitled to a refund
of subscriptions paid. |
| 4.2 |
Subject to our discretion we will
invoice you with credit terms of 30 days net, on an Annual basis only.
SolutionsNet Ltd. may charge interest on all outstanding amounts on
a daily basis at the rate of 3% per annum above the base lending rate
of Barclays Bank plc in force from time to time, from the date of
the invoice until the date of actual payment or judgement has been
enforced. Additionally, SolutionsNet Ltd. reserves the right to terminate
the provision of service to the Customer immediately if the Customer
is in default of payment. Such termination is without prejudice to
the rights of either party accrued prior to the date of termination.
|
| 4.3 |
The installation fee as specified
on the Application Form is payable in advance by either cheque or
credit card |
| 4.4 |
All fees are subject to change
from time to time in the event that the Carrier increases its fees
to SolutionsNet Ltd.. SolutionsNet Ltd. will contact you in the event
of any such increases. |
| 4.5 |
In addition to the fee set out
on the Application Form, SolutionsNet Ltd. shall be entitled to charge
the Customer for the reasons given.
(a) Internal Relocation - If a customer wants to relocate the main
phone socket from one room/floor to another within the same building.
(b) Abortive Visit Charge - Abortive visits include attendance to
incorrect address provided by the customer, site does not meet requirements
specified by BT or End User is not available.
(c) Administration Charges - Where The Customer provide illegible,
materially incomplete or incorrect order details.
(d) Reworking Charge - If the Customer consents to a Carrier engineer
making good any existing non-Carrier installed wiring to make it fit
for installation of the Service.
(e) Order Cancellation - If the customer requests the cancellation
of the SolutionsNet Ltd. ADSL service five (5) or less days prior
to the arranged installation date. For the latest pricing information
on the above please contact the SolutionsNet Ltd.'s sales department.
|
|
|
| 5. |
Access |
| 5.1 |
| The Customer
hereby irrevocably gives permission to SolutionsNet Ltd. and
its employees, agents or contractors to: |
| 5.1.1 |
execute any works on the
Premises for, or in connection with, the installation, maintenance,
adjustment repair, alteration, moving, replacement, renewal
or removal of the Equipment; |
| 5.1.2 |
keep and operate the Equipment
installed on, under or over the Premises; |
| 5.1.3 |
enter the Premises to inspect
any telecommunication apparatus kept on, under or over the Premises
or elsewhere for the purposes of the SolutionsNet Ltd. System.
The permission set out above shall continue in force after cancellation
or termination of this Agreement until such time as SolutionsNet
Ltd. have removed all Equipment from the Premises. |
|
| 5.2 |
The Customer must allow SolutionsNet
Ltd. or any Carrier to have access to the Premises at all reasonable
hours for the purpose of testing or maintaining any of the Equipment
and/or the Service and provide a safe and suitable environment for
such access visits. |
|
|
| 6. |
Installation |
| 6.1 |
When SolutionsNet Ltd. manages
the connection only:
| 6.1.1 |
SolutionsNet Ltd. will only
arrange for the ADSL service to be provided on the customer's
telephone line. It is the customer's responsibility to connect
the necessary micro-filter and ADSL equipment. |
|
| 6.2 |
| When SolutionsNet
Ltd. manage the connection, installation and equipment: |
| 6.2.1 |
SolutionsNet Ltd. shall
attempt to provide and install or procure the provision and
installation of the Equipment at the Premises so that the Service
can be provided on or before any installation date specified
or agreed to by SolutionsNet Ltd.. Any installation date given
is an estimate only and shall not be liable for any failure
to meet such installation date. |
| 6.2.2 |
SolutionsNet Ltd. shall
supply the Customer with the relevant information to enable
the Customer to suitably prepare the Premises for delivery and
installation of the Equipment. The Customer shall at the Customer's
expense provide suitable accommodation, facilities and environmental
conditions for the Equipment and all necessary electrical and
other installations and fittings. |
| 6.2.3 |
SolutionsNet Ltd. shall
use its reasonable endeavours to comply with the Customer's
reasonable requests in respect of installation but SolutionsNet
Ltd. or its contractors' or agents' decision on the routing
of cables and wires and the positioning of outlets and other
apparatus constituting the Equipment or part thereof shall be
final and binding. |
| 6.2.4 |
A secure electricity supply
is required at the Premises for the installation, operation
and maintenance of the Equipment at such points and with such
connections as specified by SolutionsNet Ltd.. Unless otherwise
agreed, this power supply is to be provided by the Customer.
SolutionsNet Ltd. shall not be responsible for interruption
or failure of the Services caused by a failure of such power
supply. |
| 6.2.5 |
The Customer acknowledge
that during the installation of the Equipment for the provision
of the Service the Customer's Access Line may suffer a temporary
loss of service which shall be reinstated following installation
and/or interference to any other Customer Apparatus or services
used in connection with the Access Line (e.g. Access Line security
systems) without any liability to SolutionsNet Ltd.. |
|
|
|
| 7. |
SolutionsNet Ltd. Equipment
This section applies to customers requiring SolutionsNet Ltd. to manage
the connection, installation and equipment. Customers wishing SolutionsNet
Ltd. to manage the connection only can ignore this section as they
must procure, install and manage their own equipment. |
| 7.1 |
The Customer agrees not to do
or allow anything to be done to the Premises that may cause damage
to, or interfere with, the Equipment or prevent easy access to it.
|
| 7.2 |
The Customer shall procure at
the Customer's own expense all permissions, licences, registrations
and approvals necessary for SolutionsNet Ltd. to deliver, install
and maintain the Equipment for the provision of the Services. |
| 7.3 |
Following the installation of
the Equipment Standard Tests shall be carried out by SolutionsNet
Ltd. to ensure that the Service is ready for use. If the Service is
not ready for use, SolutionsNet Ltd. shall either repair or replace,
at its sole option, the Equipment or any part thereof and repeat the
Standard Tests. The Customer shall be entitled to use the Services
following SolutionsNet Ltd. informing the Customer of successful completion
of the Standard Tests. |
| 7.4 |
The Equipment shall remain the
property of SolutionsNet Ltd. or the supplier of such equipment (including
any Carrier) and the Customer shall at all times make clear to third
parties that the same is the property of SolutionsNet Ltd. or a third
party supplier of such equipment. SolutionsNet Ltd. may modify, substitute,
renew or add to the Equipment from time to time at its absolute discretion.
|
| 7.5 |
| The Customer
shall be responsible for ensuring at all times the safekeeping
and proper use of the Equipment after delivery and installation
at the Premises. The Customer shall be liable to SolutionsNet
Ltd. for any loss or damage to the Equipment (except where it
can be shown that such loss or damage was caused by our negligence
or due to fair wear and tear). The Customer will notify SolutionsNet
Ltd. immediately of any such loss or damage in particular (without
prejudice to the generality of the foregoing) the Customer undertakes:
|
| 7.5.1 |
to keep the Equipment at the Premises
and not to move it; |
| 7.5.2 |
to comply with all instructions as SolutionsNet
Ltd. may notify to the Customer and/or with the manufacturer's
instructions and not to use the Equipment except in accordance
with such written instructions and in accordance with the law
and any applicable licence granted there under; |
| 7.5.3 |
not to cause the Equipment to be repaired
or otherwise maintained except by an authorised representative
of SolutionsNet Ltd.; |
| 7.5.4 |
not to cause any attachments other than
those approved for connection under the Act to be fitted to
the Equipment except in accordance with such written authorisation
as may be notified by SolutionsNet Ltd. to the Customer from
time to time; |
| 7.5.5 |
not to do anything nor to allow to subsist
any circumstances likely to damage the Equipment or detract
from or impair its performance or operation and not to add,
modify, or in any way interfere with or impair the performance
of the Equipment; and |
| 7.5.6 |
not to attempt to sell, transfer, dispose
of, let, mortgage, charge, modify, extend, repair, service,
tamper with, remove or interfere with the Equipment or suffer
any distress, seizure or execution to be levied against or of
the Equipment or otherwise do anything prejudicial to SolutionsNet
Ltd. or the owner of such Equipment's rights in the Equipment;
and |
| 7.5.7 |
not to remove, tamper with or obliterate
any identification mark(s) affixed to the Equipment or to any
part thereof showing that it is the property of SolutionsNet
Ltd. or other third party supplier of such equipment. |
| 7.5.8 |
to permit SolutionsNet Ltd. and its employees,
agents or contractors to inspect or test the Equipment at all
reasonable times; |
|
| 7.6 |
| The Customer
shall be liable for any loss or damage howsoever caused (including
but not limited to lightning or electrical damage) to any part
of the Equipment or any of its own property within the Premises
(except in so far as it can be shown that such loss or damage
is attributable to the negligent act or omission of SolutionsNet
Ltd.). The Customer will notify SolutionsNet Ltd. immediately
of any such loss or damage. |
| 7.6.1 |
The Customer undertake to
indemnify SolutionsNet Ltd. against any and all such loss or
damage referred to in this clause 7.6. |
| 7.6.2 |
Wilful destruction or abuse
of the Equipment may result in additional charges being payable
by the Customer to SolutionsNet Ltd.. |
|
|
|
| 8. |
Customer Apparatus |
| 8.1 |
The Customer shall be responsible
for the repair and maintenance of any Customer Apparatus used in order
to obtain or use the Service. |
| 8.2 |
The Customer shall ensure that
such Customer Apparatus complies with any applicable law. The Customer
shall immediately disconnect any such apparatus if such apparatus
does not, or ceases to, conform to applicable standards (if any) for
the time being in force. SolutionsNet Ltd. reserves the right to disconnect
any apparatus used by the Customer if the Customer does not fulfil
their obligations under this Clause or if, in the opinion of SolutionsNet
Ltd., such apparatus may cause the death of or personal injury to
any person, or damage to property, or materially impair the quality
of any telecommunication service provided by means of SolutionsNet
Ltd. , and the Customer agrees to disconnect such apparatus at the
request of SolutionsNet Ltd.. |
|
|
| 9. |
The Customer's Use of The Service |
| 9.1 |
| The Customer
must NOT use the Service: |
| 9.1.1 |
in a way that does not comply
with the Conditions or any legislation or that is in any way
unlawful or fraudulent; or |
| 9.1.2 |
in connection with the carrying
out of a fraud or criminal offence against any telecommunications
operator; or |
| 9.1.3 |
to send, encourage the receipt
of, upload, download, use or re-use any material which is abusive,
indecent, defamatory, obscene or menacing, or in breach of copyright,
confidence, privacy or any other rights or which may contain
viruses or other similar programs, or which cause overloads
to the SolutionsNet Ltd. System; or |
| 9.1.4 |
to send or procure the sending
of unsolicited advertising or promotional material; or |
| 9.1.5 |
in a way that does not comply
with any instructions given by SolutionsNet Ltd. for reasons
of health, safety or the quality of the Carrier's telecommunications
services or the SolutionsNet Ltd. System; or |
| 9.1.6 |
attempt to use the Service
in a way that modifies, decompiles, translates, reverse engineers,
reconfigures, disassembles or otherwise alter or attempt to
modify or reconfigure the Service or any Equipment or software
or copy any manual or documentation relating to the Service
except to the extent applicable law specifically prohibits such
restrictions;. |
| 9.1.7 |
distribute copies of the
licensed programs or their documentation to others; |
| 9.1.8 |
rent, lease or grant its
rights to the licensed programs; |
| 9.1.9 |
ship or transmit (directly
or indirectly) any copies of the licensed programs or any technical
data in the licensed programs or its media or any direct product
thereof to any entity or country destination |
|
| 9.2 |
The Customer will co-operate with
SolutionsNet Ltd. reasonable requests for information regarding the
Customer's use of the Service and supply such information without
delay. |
| 9.3 |
Where the Customer uses the Service
to reach networks and services not operated by SolutionsNet Ltd.,
the Customer will abide by the acceptable use policies or terms and
conditions imposed by the operators of those networks and services.
|
| 9.4 |
| The Customer
warrants that: |
| 9.4.1 |
it, as the registered user
of the account, will keep the username and password secure and
not let them become public knowledge and that the password will
not be stored anywhere on a computer in plain text. |
| 9.4.2 |
if the password becomes
known to any other unauthorised user it will inform SolutionsNet
Ltd. or its authorised representative immediately; |
| 9.4.3 |
any breach of these obligations
shall entitle SolutionsNet Ltd. to immediately terminate the
Service to the Customer without notice. |
|
| 9.5 |
Use by others: The Customer acknowledges
that SolutionsNet Ltd. is unable to exercise control over the content
of information passing over the SolutionsNet Ltd. network or via the
Service, and SolutionsNet Ltd. hereby excludes all liability of any
kind for the transmission or reception of infringing information of
whatever nature. |
|
|
| 10. |
Domain Names & Internet Protocol
Addresses |
| 10.1 |
The Customer confirms and warrants
that it is the owner of, or that the Customer has been and is duly
authorised by the owner to use, any trade mark or name requested or
allocated as its domain name. |
| 10.2 |
The Customer acknowledges that
SolutionsNet Ltd. cannot guarantee that any domain name the Customer
requests will be available or approved for use. |
| 10.3 |
SolutionsNet Ltd. has the right
to require the Customer to select a replacement domain name and may
suspend the relevant service associated with the domain name if, in
the opinion of SolutionsNet Ltd., there are reasonable grounds for
SolutionsNet Ltd. to believe Customer's current choice of domain name
is, or is likely to be, in breach of the provisions of this Agreement
and law. |
| 10.4 |
| If the Service
includes the registration of an Internet domain name the Customer
acknowledges and agrees that: |
| 10.4.1 |
SolutionsNet Ltd. does not
represent, warrant or guarantee that any domain name applied
for by the Customer or on its behalf will be registered in its
requested name or is capable of being registered by it or that
the use of such domain name by it will not infringe any third
party rights. Accordingly, the Customer should take no action
in respect of its requested domain name(s) until it has been
notified that its requested domain name has been duly registered
and SolutionsNet Ltd. will not be liable for any such action
taken by the Customer. |
| 10.4.2 |
The registration of the
domain name and its ongoing use by the Customer is subject to
the relevant naming authority's terms and conditions of use
and the Customer undertakes to SolutionsNet Ltd. that it will
comply with such terms and conditions. The Customer hereby irrevocably
waives any claims it may have against SolutionsNet Ltd. in respect
of any decision of a naming authority to refuse to register
a domain name and, without limitation, the Customer acknowledges
and agrees that any administration or other charge paid by the
Customer in respect of the registration of the domain name is
non-refundable in any event. |
| 10.4.3 |
SolutionsNet Ltd. accepts
no responsibility in respect of the use of a domain name by
the Customer and any dispute between the Customer and any other
individual or organisation regarding a domain name must be resolved
between the parties concerned and SolutionsNet Ltd. will take
no part in any such dispute. SolutionsNet Ltd. reserves the
right on becoming aware of such a dispute concerning a domain
name at its sole discretion and without giving any reason, to
either suspend or cancel the relevant service associated with
the domain name and/or to make such representations to the relevant
naming authority as it deems appropriate. |
|
| 10.5 |
Any Internet Protocol address
allocated by SolutionsNet Ltd. to the Customer shall at all times
remain the sole property of SolutionsNet Ltd. and the Customer will
have a non-transferable licence to use such address for the duration
of this Agreement. If this Agreement is terminated for whatever reason,
the Customer's licence to use the Internet Protocol address shall
automatically terminate and thereafter it will not use such address.
|
| |
| 11. |
Software Agreement |
| 11.1 |
SolutionsNet Ltd. and its suppliers
own the licensed programs and the documentation provided with this
Agreement, both of which are protected by copyright laws. The Customer's
right to use the licensed programs and documentation is limited to
the terms and conditions described below: |
| 11.2 |
| The Customer
may: |
| 11.2.1 |
use the enclosed licensed
programs on the number of users specified in the Service to
which the Customer subscribes; |
| 11.2.2 |
physically transfer the
licensed programs from one computer to another provided that
the licensed programs are used on no more that the number of
users specified and that the Customer removes any copies of
the licensed programs from the computer from which the licensed
programs are being transferred; |
| 11.2.3 |
make copies of the licensed
programs solely for the purposes of backup. The copyright notice
must be reproduced and included on a label on any backup copy.
|
|
|
|
| 12. |
Breach of Conditions |
| 12.1 |
SolutionsNet Ltd. shall investigate
any suspected or alleged breach of these Conditions or any suspected
compromise to it's network systems or security and in doing so SolutionsNet
Ltd. will act reasonably and fairly at all times. |
| 12.2 |
SolutionsNet Ltd. reserve the
right to take any action SolutionsNet Ltd. deem appropriate and proportionate
to the breach of the Conditions. |
| 12.3 |
If SolutionsNet Ltd. decide that
the Customer has breached the Conditions, SolutionsNet Ltd. will use
reasonable endeavours to ensure that the Customer is made aware of
the breach without suspension or termination of the Service. However
it may be necessary, due to the severity of the breach, to suspend
or end the Service whilst details of the breach are investigated further.
SolutionsNet Ltd. reserve the right to suspend or end the Customers
Account at it's sole discretion without refund, and make an additional
charge for all reasonable costs incurred due to investigating and
dealing with the misuse and/or blocking access to any component(s)
of the Service. |
| 12.4 |
The Customer must notify SolutionsNet
Ltd. immediately in writing of any allegation of infringement of any
intellectual property rights prompted by its use of the Service. The
Customer may not make an admission relating to an alleged infringement.
The Customer must allow SolutionsNet Ltd., or at SolutionsNet Ltd.'s
election, the Carrier to conduct all negotiations and proceedings
and give SolutionsNet Ltd. or the Carrier all reasonable assistance
in doing so. The Customer must allow any part of the Service to be
modified so as to avoid continuation of the alleged infringement.
|
|
|
| 13. |
Term and Termination |
| 13.1 |
The Customer may end this Agreement
after the Minimum Period of Service by giving SolutionsNet Ltd. not
less than thirty (30) days written notice expiring no earlier than
the end of the Minimum Period of Service. If a Customer wishes to
end this Agreement before the end of the Minimum Period of Service,
SolutionsNet Ltd. shall be entitled to charge the Customer fees which
would have been payable by the Customer for the balance of the Minimum
Period of Service. |
| 13.2 |
In addition, if a Customer using
SolutionsNet Ltd. ADSL wishes to end this Agreement before twelve
(12) months have elapsed since the Commencement Date, SolutionsNet
Ltd. shall be entitled to charge a termination fee. For details of
the current termination fee please contact the SolutionsNet Ltd. Sales
department. |
| 13.3 |
The Customer may do so by writing
to SolutionsNet Ltd. indicating the Customer's intention to cancel
and either(a) send it to SolutionsNet Ltd.. |
| 13.4 |
| SolutionsNet
Ltd. may end this Agreement immediately upon written notice
to the Customer if: |
| 13.4.1 |
it becomes unlawful for
(i) SolutionsNet Ltd. or the Carrier supporting the Service
to continue to provide the Service; or (ii) SolutionsNet Ltd.
or the Carrier supporting the Service is required to cease the
Service by a competent regulatory authority; or |
| 13.4.2 |
the Carrier supporting the
Service ceases to do so for whatever reason or materially changes
the terms of its provision of telecommunications services to
SolutionsNet Ltd. for the Service beyond the reasonable control
of SolutionsNet Ltd.; or |
| 13.4.3 |
The Customer (or a third
party acting on the Customer's behalf or instruction) fail to
comply with any of the material Conditions or conditions of
this Agreement including the Customer's obligation to pay and
the Customer does not remedy such failure within fifteen (15)
days of a request to do so. |
| 13.4.4 |
The Customer take (or cause
or permit a third party to take) any action in breach of SolutionsNet
Ltd. rights to the Confidential Information. |
|
| 13.5 |
The provisions of this Agreement
regarding Confidential Information and limitation of liability shall
survive the termination of the Agreement. |
| 13.6 |
Upon termination of this Agreement
the Customer shall immediately stop using the Service and the Customer's
right to use Service shall immediately terminate. |
|
|
| 14. |
Disclaimer of Warranties |
| 14.1 |
THE SERVICE WILL BE PROVIDED TO
THE CUSTOMER "AS IS", WITHOUT WARRANTY OR REPRESENTATION OF ANY KIND,
WHETHER EXPRESS OR IMPLIED. SolutionsNet Ltd. DISCLAIMS AND EXCLUDES
ALL SUCH WARRANTIES AND REPRESENTATIONS INCLUDING WITHOUT LIMITATION
ANY WARRANTY OR REPRESENTATION THAT THE SERVICE IS FREE OF DEFECTS
AND VIRUSES, OF SATISFACTORY QUALITY, FIT FOR A PARTICULAR PURPOSE
OR NON-INFRINGING OF THIRD PARTY RIGHTS. FURTHER, SolutionsNet Ltd.
DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTIES THAT MIGHT ARISE FROM
A COURSE OF DEALING, USAGE OR TRADE PRACTICE. THE CUSTOMER ACCEPTS
ALL RISKS AND LIABILITIES ASSOCIATED WITH THE CUSTOMER'S USE OF THE
SERVICE. |
|
|
| 15. |
Limitation on Liability |
| 15.1 |
Nothing in this Agreement shall
exclude or limit liability for(a) death or personal injury resulting
from the negligence of either party or their servants, agents or employees
or(b) fraud. |
| 15.2 |
| SolutionsNet
Ltd. shall not be liable in contract, tort, pre-contract or
other representations (other than fraudulent or negligent misrepresentations)
or otherwise arising out of or in connection with this Agreement
for: |
| 15.2.1 |
any economic losses (including,
without limitation, loss of revenues, profits, contracts, business
or anticipated savings); or |
| 15.2.2 |
any loss of goodwill or reputation;
or |
| 15.2.3 |
any special, indirect or
consequential losses or any destruction of data, in any case,
whether or not such losses were within the contemplation of
the parties at the date of this Agreement, suffered or incurred
by that party arising out or in connection with the provisions
of, or any matter under this Agreement. |
|
| 15.3 |
Subject to paragraphs 15.1 and
15.2 SolutionsNet Ltd. liability to the Customer in contract, tort,
negligence, pre-contract or other representations arising out of or
in connection with this Agreement or the performance or observation
of its obligations under this Agreement shall be limited in aggregate
to £250. |
| 15.4 |
Each provision of this paragraph
15 excluding or limiting liability shall be construed separately,
applying and surviving even it for any reason any other provision
does not remain in force, notwithstanding the expiry or termination
of this Agreement. |
| 15.5 |
The Customer is solely responsible
for any liability arising out of any content provided by the Customer
and/or any material to which other users can link to through such
content. Any data included in the Equipment upon installation by SolutionsNet
Ltd. is for testing use only and SolutionsNet Ltd. hereby disclaim
any and all liability arising there from. |
|
|
| 16. |
Indemnity |
| 16.1 |
The Customer agrees to indemnify
and hold SolutionsNet Ltd. harmless for all liabilities, loss, claims
and expenses that may arise from (a) any breach of these Conditions
by the Customer; and (b) any transmission or receipt of any content
or message which the Customer has requested or made using the Service.
|
|
|
| 17. |
Data Protection/Personal Details |
| 17.1 |
| SolutionsNet
Ltd. may retain the Customer's personal data, and the Customer
authorise SolutionsNet Ltd. to use their personal data, for
the following purposes: |
| 17.1.1 |
provision of the Service
to the Customer; |
| 17.1.2 |
keeping of a record for a
reasonable period after termination of the Customer's Service; |
| 17.1.3 |
operation and enforcement
of these Conditions; |
| 17.1.4 |
technical maintenance; |
| 17.1.5 |
providing the Customer with
information about other services SolutionsNet Ltd. offer, subject
to the Customer's right to opt out of receiving such information
on the Application Form; |
| 17.1.6 |
transferring it to another
company in the event of a sale of SolutionsNet Ltd.; and |
| 17.1.7 |
legal compliance including
disclosing it to any third party who SolutionsNet Ltd. reasonably
consider has a legitimate interest in any such investigation
or its outcome. |
|
| 17.2 |
It is the Customer's responsibility
to keep the personal data that the Customer provide to SolutionsNet
Ltd. up to date. SolutionsNet Ltd. may send notices or other information
to the Customer at the address the Customer give SolutionsNet Ltd..
The Customer should notify SolutionsNet Ltd. immediately of any change
to the Customer's personal data by sending SolutionsNet Ltd.. |
|
|
| 18. |
Confidentiality |
| 18.1 |
| The Customer
must at all times, both during the term of the Agreement and
for a period of two (2) years after its termination, keep in
confidence all Confidential Information using at least the same
standard of care the Customer uses with their own confidential
information, but in any event no less than reasonable care.
The Customer may not use or disclose any Confidential Information
other than for purposes and activities specifically permitted
by the Agreement. The Customer may only disclose Confidential
Information to an employee or contractor under binding obligations
of confidentiality substantially similar to those set forth
in this Agreement on a "need to know" basis. If the Customer
is legally compelled to disclose any Confidential Information,
then, prior to such disclosure, the Customer must: |
| 18.1.1 |
immediately notify SolutionsNet
Ltd. to allow SolutionsNet Ltd. an opportunity to contest the
disclosure; |
| 18.1.2 |
assert the privileged and
confidential nature of the Confidential Information; and |
| 18.1.3 |
co-operate fully with SolutionsNet
Ltd. in protecting against any such disclosure and/or obtaining
a protective order narrowing the scope of such disclosure and/or
use of the Confidential Information. In the event that such
protection is not obtained the Customer may disclose the Confidential
Information only to the extent necessary to comply with applicable
legal requirements. |
|
|
|
| 19. |
Notices |
| 19.1 |
Any notice required or permitted
under the Agreement must be in English and in writing. The Customer
must send any such notice to SolutionsNet Ltd.. |
| 19.2 |
Any notice to be sent to the Customer
will be sent to the address which the Customer provided on the Application
Form or such other address as the Customer shall have given written
notice of as the billing address. |
|
|
| 20. |
Assignment |
| 20.1 |
SolutionsNet Ltd. reserves the
right to assign or sub-contract any or all of its rights and obligations
under this Agreement without the Customer's further consent to such
assignment or sub-contract. |
| 20.2 |
The Customer may not sell, lease,
sub-licence, assign or otherwise transfer, whether in whole or in
part, by operation of law or otherwise, the Agreement or any rights
or obligations therein without the prior express written consent of
SolutionsNet Ltd.. |
|
|
| 21. |
Matters Beyond The Parties' Reasonable
Control |
| 21.1 |
If either party is unable to perform
any of its obligations under this Agreement because of a matter beyond
that party's reasonable control including, but not limited to, lightning,
flood, exceptionally severe weather, fire, explosion, war, civil disorder,
industrial disputes, or acts of local or central Government or other
competent authorities or acts or omissions of third party telecommunications
service providers, that party shall have no liability to the other
for such failure to perform its obligations. |
|
|
| 22. |
Proprietary Rights |
| 22.1 |
All title, interests, and rights
(including intellectual property rights) in the Service remain in
SolutionsNet Ltd. and/or its suppliers. The Customer acknowledge such
title, interest and rights and the Customer shall not take any action
to jeopardise, limit or interfere in any manner with SolutionsNet
Ltd. (or any third party supplier's) title, interests or rights with
respect to the Service including, but not limited to, using its trademarks
or trade name. |
| 22.2 |
Title and related rights in any
content accessed through the Service are the property of the applicable
content owner and are protected by applicable laws. The right to use
granted to the Customer under this Agreement gives the Customer no
rights to such content. If the Customer wishes to use such content,
the Customer must ensure that he has the appropriate consent or licence
of the content owner. |
| |
| 23. |
Amendment of These Conditions |
| 23.1 |
SolutionsNet Ltd. reserve the
right to add to and/or amend the Conditions at any time. Such changes
shall be notified to the Customer by posting on the Legal section
of the SolutionsNet Ltd.'s Web site. Changes in this manner shall
be deemed to have been accepted if the Customer continues to use the
Service after a period of two weeks from the date of posting on the
Web site. |
|
|
| 24. |
Miscellaneous |
| 24.1 |
The Agreement will constitute
the entire agreement between the parties concerning the subject matter
of these Conditions. It will supersede all prior and contemporaneous
agreements, communications and representations (except for fraudulent
or negligent misrepresentations) whether oral or written, between
the parties relating to the subject matter of these Conditions, and
all past courses of dealing or industry custom. The Agreement will
prevail over any other conflicting written instrument or other notice
the Customer may submit to SolutionsNet Ltd.. |
| 24.2 |
Any amendment to the Agreement
must be in writing and signed by an authorised representative of each
party. |
| 24.3 |
The Agreement shall be governed
by the laws of England and the parties submit to the non-exclusive
jurisdiction of the Courts of England. |
| 24.4 |
In the event of a dispute between
the parties, the parties will attempt in good faith to resolve the
dispute or claim arising out of or relating to the Agreement promptly
through negotiations between the respective representatives of the
parties who have authority to settle the same. |
| 24.5 |
If any provision of the Agreement
(whether in part or in whole) is held by a court of competent jurisdiction
to be illegal, invalid or unenforceable the remaining provisions of
the Agreement shall remain in full force and effect. |
| 24.6 |
Any waiver of any breach of any
provision of the Agreement will not constitute a waiver of any prior,
concurrent or subsequent breach of the same or any other provisions
of the Agreement. A waiver of a provision or breach of a provision
of the Agreement will only be effective if made in writing and signed
by an authorised representative of the waiving party. |
| 24.7 |
The licence granted under the
Agreement will not create a partnership, joint venture, agency relationship
or franchise relationship. |
| 24.8 |
Notwithstanding any other provision
in this Agreement, nothing in this Agreement will create or confer
any rights or other benefits whether pursuant to the Contracts (Rights
of Third Parties) Act 1999 or otherwise in favour of any person other
than the Customer or SolutionsNet Ltd.. |
| 24.9 |
SolutionsNet Ltd.'s ADSL services
are billed by SolutionsNet Ltd. and will appear on your credit card
as 'CuisineNet'. SolutionsNet Ltd.'s VAT number is 699419271. |
| 24.10 |
The headings to the sections of
these Conditions are for convenience only and have no substantive
meaning. |
Terms
and Conditions 
