Host-it™ Internet Solutions & Skynet - Broadband Terms & Conditions(v1.1 13/09/2016)
- Provision of the service
- Nuco Technologies Ltd Equipment.
- Customer Apparatus
- The Customer's Use of The Service
- Customer Cooperation
- Internet Protocol Addresses (IP's)
- Breach of Conditions
- Disclaimer of Warranties
- Limitation on Liability
- Data Protection/Personal Details
- Matters Beyond The Parties' Reasonable Control
- Proprietary Rights
- Amendment of These Conditions
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 the General Terms of Nuco Technologies Ltd (“Host-it™ Internet Solutions” and “Skynet” are trading names of Nuco Technologies Ltd) and may be subject to change from time to time. A copy of the General Terms and conditions can be found here:- http://www.host-it.co.uk/legal/terms_and_conditions_general.htm
It is the Customer's responsibility to ensure that they comply with the latest edition of the Acceptable Usage Policy (AUP) a copy of which can be found here.
These Conditions, together with those of Nuco Technologies Ltd AUP, explain the responsibilities of Nuco Technologies Ltd to the Customer and the Customer's responsibilities to Nuco Technologies Ltd and to other users of the Service ("Users"). The AUP in particular outlines what Nuco Technologies Ltd considers to be unacceptable use of the Internet by our customers so that Nuco Technologies Ltd can take appropriate steps against abusers of the service. The AUP is an integral part of these Conditions and, unless otherwise expressly stated, all references to Conditions include reference to the AUP. If you are a Consumer, you must be 18 years or older to register for the Service.
Terms and conditions for Nuco Technologies Ltd ADSL Services:
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 Nuco Technologies Ltd. This line must be supplied by Bristish Telecommunications (BT); "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 completes in order to apply for the Service;
"Carrier" means any supplier of telecommunications services to Nuco Technologies 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 Nuco Technologies 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. Nuco Technologies Ltd may accept instructions from another person if advised by the customer in writing or via an alternative authenticated/secure method.
"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 Nuco Technologies Ltd or any third party to the Customer at the Premises to enable provision of the Service;
"Minimum Period of Service". The minimum period of service will be three (3) months from the commencement date.
“Cooling Off Period” - If you are a consumer (that is to say, you are not purchasing the Service(s) wholly or in part for your business or you are not a business or using a business service provided by us), you have the right, in addition to your other rights, to cancel the contract and receive a refund, subject to any third party costs incurred during the provisioning of your order. You must inform us in writing within seven working days of entering into the contract if you wish to exercise this right and cancel the service. The cooling off period shall not apply in the event the service is activated within 7 working days of customer order and full termination charges shall be levied. "Physical Characteristics" (a) For customers wishing Nuco Technologies Ltd to manage the connection only - Means an existing standard British Telecommunications (BT) analogue telephone line which does not have any incompatible services enabled upon it, as detailed in the Service description. (b) For customers wishing Nuco Technologies 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;
"Nuco Technologies Ltd System" means the telecommunication system which Nuco Technologies Ltd runs and, for the purpose of this Agreement, any apparatus leased by, or otherwise obtained by, Nuco Technologies 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 on our websites.
"Standard Tests" means the tests carried out by Nuco Technologies Ltd or any third party to determine whether the Service is ready;
"Term" is defined in clause 3.
2. Provision of The Service
2.2 The provisions of the Application Form are binding on Nuco Technologies Ltd, once Nuco Technologies Ltd confirms to the Customer via email, acceptance of the Customer's order however a hard copy of the order may be required as well. The Customer agrees to receive the Service and pay the fees for the Service as specified in this Agreement.
2.3 Nuco Technologies 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 Nuco Technologies Ltd does not undertake to do so.
2.4 Nuco Technologies 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 Nuco Technologies Ltd, or by errors or omissions of the Customer.
2.5 Nuco Technologies 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 Nuco Technologies Ltd with certain details on the Customer's Application Form. Nuco Technologies 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, Nuco Technologies 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 Nuco Technologies 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. Nuco Technologies Ltd or its authorised representative shall give as much notice as in the circumstances is reasonable and Nuco Technologies Ltd shall endeavour to carry out such works during the scheduled maintenance periods as published from time to time.
2.10 Nuco Technologies Ltd may occasionally have to interrupt the Service or change the technical specification of the Service for operational reasons or because of an emergency. Nuco Technologies 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 Nuco Technologies Ltd for any such interruption.
2.11 Nuco Technologies 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 Nuco Technologies Ltd support team, via email, online ticket or phone. Technical Support contact information including availability times is available on the contact page of www.host-it.co.uk
2.12 The Customer acknowledges that the Service shall be provided by Nuco Technologies Ltd at the Premises and that under these Conditions the Customer cannot require Nuco Technologies 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, Nuco Technologies Ltd reserve the right to accept or reject such request and the decision of Nuco Technologies Ltd shall be final. Any expense incurred in such move of the Equipment by Nuco Technologies Ltd within the Premises shall be incurred by the Customer.
2.13 Except as otherwise expressly permitted in these Conditions, and in addition to other restrictions herein, the Customer may not:
2.13.1 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;
2.13.2 disclose Service features, errors or viruses to any third party without the prior written consent of Nuco Technologies Ltd;
2.13.3 use the Service except in conjunction with Nuco Technologies Ltd recommended operating environment, notified by Nuco Technologies Ltd; or
2.13.4 modify the Service without Nuco Technologies Ltd prior written consent.
2.14 Nuco Technologies Ltd reserves the right to change the Customer's service access password at any time at its sole discretion.
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 Nuco Technologies Ltd from suspending or terminating the Service under paragraphs 12 and 13 of this Agreement.
4.1 Nuco Technologies 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. ALL monthly/annual service costs are processed via direct debit payment. Save where the Service is terminated by Nuco Technologies 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. Nuco Technologies 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, Nuco Technologies 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 debit/credit card.
4.4 All fees are subject to change from time to time in the event that the Carrier increases its fees to Nuco Technologies Ltd. Nuco Technologies Ltd will contact you in the event of any such increases.
4.5 In addition to the fee set out on the Application Form, Nuco Technologies 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 Nuco Technologies Ltd ADSL service five (5) or less days prior to the arranged installation date.
5.1 The Customer hereby irrevocably gives permission to Nuco Technologies 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 Nuco Technologies Ltd System. The permission set out above shall continue in force after cancellation or termination of this Agreement until such time as Nuco Technologies Ltd have removed all Equipment which belong to it from the Premises.
5.2 The Customer must allow Nuco Technologies 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.
6.1 When Nuco Technologies Ltd manages the connection only (wires only): 6.1.1 Nuco Technologies 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 Nuco Technologies Ltd manage the connection, installation and equipment:
6.2.1 Nuco Technologies 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 Nuco Technologies 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 Nuco Technologies 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 Nuco Technologies Ltd shall use its reasonable endeavours to comply with the Customer's reasonable requests in respect of installation but Nuco Technologies 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 Nuco Technologies Ltd. Unless otherwise agreed, this power supply is to be provided by the Customer. Nuco Technologies 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 acknowledges 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 Nuco Technologies Ltd.
7. Nuco Technologies Ltd Equipment.
This section applies to customers requiring Nuco Technologies Ltd to manage the connection, installation and equipment. Customers wishing Nuco Technologies Ltd to manage the connection only (wires only) can ignore this section as they must procure, install and manage their own equipment which is covered in section 8 below.
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 Nuco Technologies 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 Nuco Technologies Ltd to ensure that the Service is ready for use. If the Service is not ready for use, Nuco Technologies 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 Nuco Technologies Ltd informing the Customer of successful completion of the Standard Tests.
7.4 The Equipment shall remain the property of Nuco Technologies 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 Nuco Technologies Ltd or a third party supplier of such equipment. Nuco Technologies 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 Nuco Technologies 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 Nuco Technologies 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 Nuco Technologies 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 Nuco Technologies Ltd;
7.5.4 not to cause any attachments other than those approved for connection under the account to be fitted to the Equipment except in accordance with such written authorisation as may be notified by Nuco Technologies 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 Nuco Technologies 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 Nuco Technologies Ltd or other third party supplier of such equipment.
7.5.8 to permit Nuco Technologies 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 Nuco Technologies Ltd). The Customer will notify Nuco Technologies Ltd immediately of any such loss or damage.
7.6.1 The Customer undertake to indemnify Nuco Technologies 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 Nuco Technologies 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. Nuco Technologies 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 Nuco Technologies 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 Nuco Technologies Ltd , and the Customer agrees to disconnect such apparatus at the request of Nuco Technologies 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 Nuco Technologies Ltd’s or the Carrier’s systems; 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 Nuco Technologies Ltd for reasons of health, safety or the quality of the Carrier's telecommunications services or the Nuco Technologies 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
10. Customer Cooperation
10.1 The Customer will co-operate with Nuco Technologies Ltd reasonable requests for information regarding the Customer's use of the Service and supply such information without delay.
10.2 Where the Customer uses the Service to reach networks and services not operated by Nuco Technologies Ltd, the Customer will abide by the acceptable use policies or terms and conditions imposed by the operators of those networks and services.
The Customer warrants that:
10.3.1 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.
10.3.2 if the password becomes known to any other unauthorised user it will inform Nuco Technologies Ltd or its authorised representative immediately;
10.3.3 any breach of these obligations shall entitle Nuco Technologies Ltd to immediately terminate the Service to the Customer without notice.
10.4 Use by others: The Customer acknowledges that Nuco Technologies Ltd is unable to exercise control over the content of information passing over the Nuco Technologies Ltd network or via the Service, and Nuco Technologies Ltd hereby excludes all liability of any kind for the transmission or reception of infringing information of whatever nature.
11. Internet Protocol Addresses (IP's)
11.1 Any Internet Protocol address allocated by Nuco Technologies Ltd via the Carrier to the Customer shall at all times remain the sole property of the Carrier 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.
12. Breach of Conditions
12.1 Nuco Technologies Ltd shall investigate any suspected or alleged breach of these Conditions or any suspected compromise to it or its Carriers’ network systems or security and in doing so Nuco Technologies Ltd will act reasonably and fairly at all times.
12.2 Nuco Technologies Ltd reserve the right to take any action Nuco Technologies Ltd deem appropriate and proportionate to the breach of the Conditions.
12.3 If Nuco Technologies Ltd decide that the Customer has breached the Conditions, Nuco Technologies 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. Nuco Technologies 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 Nuco Technologies 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 Nuco Technologies Ltd, or at Nuco Technologies Ltd's election, the Carrier to conduct all negotiations and proceedings and give Nuco Technologies 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.
13.1 The Customer may end this Agreement after the Minimum Period of Service by giving Nuco Technologies 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, Nuco Technologies 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 Nuco Technologies Ltd ADSL wishes to end this Agreement before twelve (12) months have elapsed since the Commencement Date, Nuco Technologies Ltd shall be entitled to charge a termination fee.
13.2.1 If a customers' existing ADSL or Fibre Broadband service is on a "Market B" local phone exchange then whether they choose to Cancel OR Migrate/Transfer the service away, a Termination Of Service fee (currently £31.12 + vat) will also be charged (this is levied to Nuco Technologies Ltd by BTOpenreach). If a customer is unsure what exchange type their service is currently using then they should make contact via email (email@example.com) for confirmation BEFORE requesting service transfer or cancellation.
13.3 For security, cancellations can never be accepted just on the basis of a phone call or email (otherwise anyone could cancel a Customers service without their authority). If a Customer wishes to cancel their service then they can request a cancellation form be sent out. This will be emailed to the email address held on customers account with Nuco Technologies Ltd. The customer will need to print out the cancellation form on their company letterhead paper, complete the relevant sections, and have signed by an officer or director of the company. This can then be faxed (please keep copy of transmission slip) or posted back (preferably recorded delivery) to Nuco Technologies Ltd (contact details can be found on the contact page of the www.host-it.co.uk website). When received, Nuco Technologies Ltd will then confirm receipt by contacting the account holder via the existing contact methods to ensure that the request is genuine and then process the request as advised. Please ensure that we have acknowledged that this has been received as no service cancellation request will be accepted until the above process has been completed.
13.4 Nuco Technologies Ltd may end this Agreement immediately upon written notice to the Customer if:
13.4.1 it becomes unlawful for (i) Nuco Technologies Ltd or the Carrier supporting the Service to continue to provide the Service; or (ii) Nuco Technologies 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 Nuco Technologies Ltd for the Service beyond the reasonable control of Nuco Technologies 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 takes (or cause or permit a third party to take) any action in breach of Nuco Technologies 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. Nuco Technologies 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, Nuco Technologies 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 Nuco Technologies 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 Nuco Technologies 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 Nuco Technologies Ltd is for testing use only and Nuco Technologies Ltd hereby disclaim any and all liability arising there from.
16.1 The Customer agrees to indemnify and hold Nuco Technologies 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 Nuco Technologies Ltd may retain the Customer's personal data, and the Customer authorise Nuco Technologies 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 transferring it to another company in the event of a sale of Nuco Technologies Ltd; and
17.1.6 legal compliance including disclosing it to any third party who Nuco Technologies 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 Nuco Technologies Ltd up to date. Nuco Technologies Ltd may send notices or other information to the Customer at the address the Customer give Nuco Technologies Ltd. The Customer should notify Nuco Technologies Ltd immediately of any change to the Customer's personal data by sending Nuco Technologies Ltd.
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 Nuco Technologies Ltd to allow Nuco Technologies 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 Nuco Technologies 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.
19.1 Any notice required or permitted under the Agreement must be in English and in writing. The Customer must send any such notice to Nuco Technologies Ltd.
19.2 Any notice to be sent to the Customer will be sent to the postal address which the Customer provided on the Application Form or if applicable the email address they nominate or such other address as the Customer shall have given written notice of as the billing address.
20.1 Nuco Technologies 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 Nuco Technologies 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 Nuco Technologies 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 Nuco Technologies 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 Nuco Technologies Ltd reserve the right to add to and/or amend the Conditions at any time which will be updated via the www.host-it.co.uk website along with date published and version.
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 Nuco Technologies Ltd.
24.2 The Agreement shall be governed by the laws of England and the parties submit to the non-exclusive jurisdiction of the Courts of England.
24.3 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.
24.4 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.
24.5 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.
24.6 The licence granted under the Agreement will not create a partnership, joint venture, agency relationship or franchise relationship.
24.7 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 Nuco Technologies Ltd.
24.8 The headings to the sections of these Conditions are for convenience only and have no substantive meaning.
Nuco Technologies Ltd
Northampton Science Park,
Kings Park Road,
Moulton Park Industrial Estate,
Name & Registered Office:
(Do not send communication to this address use the one above)
NUCO TECHNOLOGIES LIMITED
SOVEREIGN COURT, 230 UPPER 5TH STREET, CENTRAL MILTON KEYNES,
BUCKINGHAMSHIRE MK9 2HR
nuco technologies ltd is
a company registered in England and Wales
with company number 04470751