Data Centre General Terms and Conditions
Cable and Wireless Guernsey Limited offer data centre
services from two data centres in Guernsey and one in Alderney.
These services allow Cable & Wireless Guernsey to provide You a
facility for access to a secure, high quality environment in which
to host Your computer or Internet equipment.
Maintenance of the hosted equipment is Your responsibility,
achieved using remote access through Cable & Wireless
Guernsey’s fast reliable Internet connections or a Cable &
Wireless private circuit from Your Premises. Cable & Wireless
Guernsey will, however, allow third party access or provide a first
line maintenance service at additional cost.
A range of managed services is available, which is not covered
by these terms and conditions. The service specific terms and
conditions for these services are available on request and will be
specific to the service(s) selected.
Cable & Wireless Guernsey Data Centre Specific Terms and
Conditions will apply if You have chosen to take such Services and,
if applicable, should be read in conjunction with these Cable &
Wireless Guernsey Data Centre General Terms and Conditions. Where
there is conflict, the Cable & Wireless Guernsey Data Centre
Specific Terms and Conditions (as applicable) supersede these Cable
& Wireless Guernsey Data Centre General Terms and
Conditions.
1. Definition and Interpretation
In these terms and conditions:
“Acceptable Use Policy” or
“AUP” means the policy governing the use of the
Service by You and which can be found at http://www.surecw.com/
“Agreement” means the contract between You and
Us incorporating these Data Centre General Terms and Conditions,
any relevant Data Centre Specific Terms and Conditions, Our Order
Form, Price List and any applicable Service Schedule.
"Authorised User" means anyone permitted by You
to use the Service.
“Consumer Code of Practice” means Our published
Consumer Code of Practice that can be seen at or obtained from Our
main offices or sent to You upon request.
"Customer Information" means data, information,
video, graphics, sound, music, photographs, software and any other
materials (in whatever form) published or otherwise made available
(directly or indirectly) by or on behalf of the customer by using
the Service.
“Contact Details” means the name and telephone
number of a person who is Your contact point.
“Customer Premises Equipment” means
Telecommunications Apparatus located at the Premises and connected
to a Telecommunications Network at a Network Termination Point.
"C&W" means Cable and Wireless Guernsey
Limited.
“Data Centre General Terms and Conditions”
means these terms and conditions.
“Data Centre Specific Terms and Conditions”
means any relevant C&W Service Specific Terms and Conditions
that cover specific services provided to You within the data
centre.
"Domain Name" means a name registered with an
Internet registration authority for use as part of Your URL.
“Fault”means any failure of the Service causing
continuous total loss of the ability to convey messages, but does
not include the loss of such ability arising as a result of Our
suspension of Service under the provisions of this Agreement or any
fault arising due to matters which are beyond Our reasonable
control.
“Interconnection” means the physical and
logical linking of Telecommunication Networks used by the same or a
different organisation in order to allow the users of one
organisation to communicate with the users of the same or another
organisation or to access services provided by another
organisation; and services may be provided by the parties involved
or other parties who have access to the network.
“Internet” means the global data network
comprising interconnected networks using the TCP/IP protocol
suite.
“Network Termination Point” means any physical
point of connection forming part of a Telecommunications Network at
which another Telecommunications Network or Customer Premise
Equipment may be connected.
“Normal Working Hours” means work carried out
between 08-00 to 17-00 hours, Monday to Friday (but excluding
Public/Bank Holidays in the Bailiwick of Guernsey).
“Order Form” means Our Order Form, signed by
You, detailing the Service and other relevant information forming
part of this Agreement.
“Other Licensed Operator” means a person other
than Us to whom an individual licence has been granted or who is
authorised by a class licence to establish, operate or maintain a
Telecommunications Network of a class or description specified in
the licence, or to provide a telecommunications service of such a
class or description, or both in accordance with the
Telecommunications (Bailiwick of Guernsey) Law, 2001 or a law in
any other jurisdiction under which a telecommunications licence has
been granted.
“Premises” means the premises in which Service
is or is to be provided under this Agreement.
“Price List” means Our published price list
detailing the Service and other relevant information forming part
of this Agreement and as may be amended from time to time.
“Service” means a telecommunications service or
any facilities provided by Us for You in connection with the
Service, as specified in Our Order Form, Price List or any
applicable Service Schedule that forms part of this Agreement.
“Service Delivery Date” means the date on which
We make Service ready for use.
“Service Schedule” means any relevant Data
Centre Specific Terms and Conditions which detail additional terms
and conditions for relevant specific services that form part of
this Agreement.
“Spamming” means an inappropriate attempt to
use a mailing list, or USENET or other networked communications
facility as if it was a broadcast medium (which it is not) by
sending the same message to a large number of people who didn’t ask
for it.
"System Administrator" means a person named by
You to be the point of contact with C&W for matters relating to
the provision of the Service.
“Telecommunications Apparatus” has the same
meaning as in section 3 1 of the Telecommunications (Bailiwick of
Guernsey) Law, 2001
"Third Party Information" means data,
information, video, graphics, sound, music, photographs, software
and any other materials (in whatever form) not owned or generated
by You or on Your behalf, published or otherwise, made available by
You by using the Service.
“UBE” has the meaning set out in clause 4.5.4
below.
"URL" means a uniform resource locator, which
is the full address for a web site.
“You” and “Your” means the
customer entering into this Agreement.
“We”,“Us” or “Our” means Cable
and Wireless Guernsey Limited. Words in the singular include the
plural and vice versa.
2. Provision Of Service
2.1 We shall provide Service to meet the Service Delivery Date
or, if We agree, to meet Your requested delivery date.
2.2 If You ask Us to provide any part of the Service outside
Normal Working Hours then We will charge You at Our applicable
hourly rate as set out in Our Price List.
3. Special Provision Of Service
3.1 If, in order to meet Your requirements,We need to provide
any part of the Service in a non standard or exceptionally
expensive manner then We may make additional charges. We will
notify You of any additional charges in advance of the provision of
such Services and You may cancel Your application for Service
within 14 days of the notice being sent.
3.2 If the special provision of Service requires additional or
amended terms and conditions, then We will notify You of them and
You may cancel Your application for Service within 14 days of the
notice being sent.
3.3 We undertake to supply to You the Service as defined in the
Service Schedule.
3.4 For operational reasons,We may change the technical
specification of the Service used by Us for provision of the
Service to You, provided that any change to the technical
specification does not materially affect the performance of the
Service.
3.5 We may suspend the Service for operational reasons such as
repair, maintenance or improvement of the Service or because of an
emergency. We will, before doing so, give as much notice as
possible and whenever practicable will agree with You, when the
Service will be suspended. In such event,We will use reasonable
endeavours to minimise the duration of any such suspension and any
disruption to Your business.
3.6 You will nominate a System Administrator and provide Us with
full Contact Details for that individual.
4. Use Of Service
4.1 We may from time to time give You instructions about the use
of Service that We reasonably believe are in the interests of
health, safety or quality of service to You or other customers and
You will comply with all such reasonable instructions.
4.2 You or any other person may only use the Service in
accordance with the Telecommunications (Bailiwick of Guernsey) Law,
2001 and any instructions that We may notify to You.
4.3 You shall not use the Service or permit any other person to
use the Service:
4.3.1 for any communication that is grossly offensive or of an
indecent, obscene or menacing character;
4.3.2 for the purpose of causing annoyance, inconvenience,
grievance or needless anxiety to another by sending messages that
are know to be false or of a persistent nature; or
4.3.3 in breach of instructions We have given You under
paragraph 4.1 or in breach of the AUP.
4.4 We may give You immediate notice and suspend Service:
4.4.1 if it is used in a manner that materially harms the
integrity, security or interoperability of the Telecommunications
Network;
4.4.2 is used with equipment that is not approved for connection
to the Telecommunications Network;
4.4.3 under the direction of a competent authority, if it is
used in a manner, or in relation to, the commission of offences
against the laws of the Bailiwick; or
4.4.4 if it is used in a manner that breaches clause 4.3
above.
4.5 The use of E-mail:
4.5.1 “Spamming and Junk Mail” - It is
explicitly prohibited to send unsolicited bulk mail messages ("junk
mail" or "spam") of any kind (commercial advertising, political
tracts, announcements) etc.
4.5.2 “Mail Forwarding” – You and Your end
users may not forward or propagate chain letters nor malicious
e-mail.
4.5.3 “Unsolicited Mail” - You and Your end
users may not solicit mail for any other address other than that of
the user, except with full consent of the owner of the referred
address.
4.5.4 “Mail Relay” - We do not allow mail relay
through Our servers.This is standard practice by ISP's and prevents
unscrupulous Internet users from using Our resources to send
Unsolicited Bulk Email (UBE). Stopping mail relay helps protect the
interests of Internet users and complies with industry best
standard practice.
4.5.5 “Cross Posting” - Excessive cross posting
(i.e., posting the same article to large numbers of newsgroups) is
forbidden.
4.5.6 “USENET Spam” - Posting of irrelevant
material to newsgroups (also known as USENET spam) is also
forbidden.
4.5.7 “Binaries” - Posting binary files to a
non-binary news group is forbidden.
5. Connection of Equipment to the Service
5.1 Any equipment connected to or used with the Service must be
connected and used in accordance with any instructions, safety or
security procedures applicable to the use of that equipment and as
may be notified by Us to You from time to time.
5.2 Any equipment that is attached (directly or indirectly) to
the Service must be technically compatible with the Service, and
approved for that purpose under any relevant legislation.
6. Security
6.1 You are responsible for the security and proper use of all
user IDs and passwords used in connection with the Service
(including changing passwords on a regular basis) and must take all
necessary steps to ensure that they are kept confidential, secure,
used properly and not disclosed to unauthorised people.
6.2 You must immediately inform Us if there is any reason to
believe that a user ID or password has or is likely to become known
to someone not authorised to use it or is being or is likely to be
used in an unauthorised way.
6.3 We reserve the right to suspend user ID and password access
to the Service if at any time We consider that there is or is
likely to be a breach of security.
6.4 We reserve the right (at Our sole discretion) to require You
to change any or all of the passwords used by You in connection
with the Service
6.5 You must immediately inform Us of any changes to the
information You supplied when registering for the Service.
6.6 Violations of system or network security are prohibited, and
may result in criminal and/or civil liability.We will investigate
incidents involving such violations and will involve and will
co-operate with law enforcement if a criminal violation is
suspected. Examples of system or network security violations
include, without limitation, the following:
6.6.1 “Probing” - Unauthorised access to or use
of data, systems or networks, including any attempt to probe, scan
or test the vulnerability of a system or network or to breach
security or authentication measures without express authorisation
of the owner of the system or network;
6.6.2 “Sniffing” - Unauthorised monitoring of
data or traffic on any network or system without express
authorisation of the owner of the system or network;
6.6.3 “Denial of Service” - Interference with
service to any user, host or network including, without limitation,
mail bombing, flooding, deliberate attempts to overload a system
and broadcast attacks; and
6.6.4 “Spoofing” - The forging of TCP-IP packet
header information, or any part of the header information, in an
email or a newsgroup posting.
6.7 If approached with complaints relating to any violations of
this Agreement or Our AUP,We will co-operate and assist the Police
and law enforcement bodies with their investigations in order to
bring such misuse and violations to an end.
7. Domain Name
7.1 You warrant that You are the owner of, or that You are duly
authorised by the owner of, any trade mark or name that You wish to
use as Your Domain Name and use as part of Your URL. In addition,
You must not use a Domain Name or URL that infringes the rights of
any person in a corresponding trademark or name.
7.2 We reserve the right to require You to select a replacement
Domain Name or URL and may either refuse to provide or may suspend
Service if, in Our reasonable opinion, there are reasonable grounds
for Us to believe that the Domain Name or URL is, or is likely to
be, offensive, abusive, defamatory or obscene or in breach of the
provisions of paragraph 7.1.
8. Charged Domain Names
8.1 Where We have undertaken Domain Name and URL registration on
Your behalf, We will charge You a fee that We will inform You of in
advance, for each Domain Name registered and maintained on Your
behalf.
8.2 If You have purchased a Domain Name(s) direct from the
relevant Internet registration authority,You are responsible for
paying all fees to that authority.
9. The Network
9.1 “Information Content” – You and Your end
users acknowledge that We are unable to exercise control over the
content of the information passing over Our Telecommunications
Network. Therefore, We are not responsible for the content of any
message or web site.
9.2 “Connectivity” - Our network may be used to
link into other networks worldwide and You and Your end users agree
to conform to the acceptable use policies of these networks.
9.3 “Misuse” - You and Your end users may not
circumvent security of any host, network, or account (referred to
as "cracking" or "hacking"), nor interfere with service to any
user, host, or network (referred to as "denial of service
attacks"). Without prejudice to the foregoing, We consider that any
application, including poorly written or malicious code, which
overloads or causes Our Telecommunications Network to malfunction,
by whatever means, will be considered as damaging to Our Network
and is as such NOT allowed. Such application or code will be
removed.
9.4 “Disciplinary Action” - You and Your end
users who violate systems or network security may incur criminal or
civil liability. We will fully co-operate with investigations of
suspected criminal violations, violation of systems or network
security under the leadership of law enforcement or relevant
authorities. We reserve the right to suspend Your and Your user’s
accounts pending investigation and may, in any case, terminate Your
and Your user’s accounts if any clause in this Agreement or in Our
AUP is breached by You and Your users.
10. Common Gateway Interface ("CGI")
10.1 We reserve the right (immediately and without giving
notice) to remove any CGI scripts from any of Your servers (or
disable any such CGI scripts).
10.2 We may change the guidelines at any time and from time to
time.We will endeavour to give You notice of such changes at least
14 days before they take effect, but reserve the right to notify
You of immediately effective changes in circumstances where failing
to do so could result in CGI scripts being removed or disabled as
referred to above.
11. Intellectual Property Rights
11.1 Where software is provided to enable You to use the
Service, We grant You a non-exclusive, non-transferable licence to
use the software solely for the purpose for which it is intended
and in accordance with this Agreement.
11.2 You will not, without Our prior written consent, copy or
(except as permitted by law) de-compile or modify the software, nor
copy the manuals or documentation.
11.3 You will sign any agreement reasonably required by the
owner of the copyright in the software to protect the owner's
interest in that software.
11.4 We may offer updates or modifications to the software or
documentation.Any applicable charges for such updates or
modifications will be notified to You at the time We offer such
updates or modifications.
12. Confidentiality
12.1 The parties will keep in confidence any information
(whether written or oral) of a confidential nature (including
software and manuals) obtained under this Agreement and will not
disclose that information to any person (other than their employees
of any entity in the C&W group) without the written consent of
the other party.
12.2 This paragraph 12 will not apply to:
12.2.1 any information that has been published other than
through a breach of this Agreement;
12.2.2information lawfully in the possession of the recipient
before the relevant disclosure;
12.2.3 information obtained from a third party who is free to
disclose it; and
12.2.4 information that a party is requested to disclose and if
it did not could be required by law to do so.
13. Acceptable Use Policy
13.1 You will comply with Our AUP and will use all best
endeavours to monitor, ensure and enforce compliance with Our AUP
by Your end users.
13.2 It is prohibited to use the Service fraudulently or in
connection with a criminal offence; to send, receive, upload,
download, use or re-use any material which is offensive, abusive,
indecent, defamatory, obscene or menacing, or in breach of
confidence, copyright, privacy or any other rights; to cause
annoyance, inconvenience or needless anxiety; or to send
unsolicited advertising or promotional material. Failure to adhere
to these rules may result in suspension of Service.
13.3 Our hosting Services allow content owners to take full
control over the content and presentation of material offered over
the Service. Consequently,We make no warranty (express or implied)
in relation to any information, goods or services delivered over
Our network.
13.4 Should We have any comments about Your site, or have
received any enquiries or complaints about it,We will give the
enquirer the contact details of Your System Administrator.
14. Export Control
14.1 Delivery of the Service to You may be subject to relevant
export control law and regulations.We do not represent that any
necessary approvals and licences will be granted.You will provide
reasonable assistance to Us to obtain any necessary consent. If,
through no fault of Ours, any necessary consent is not granted,
then We can terminate this Agreement and the provision of the
Service under it (as appropriate) without any liability to You.
14.2 You agree to comply with any applicable export or re-export
laws and regulations of any country, including obtaining written
authority from the US Government if You intend at any time to
re-export any items of US origin to any proscribed destination.
14.3 For US Government personnel using the Service in the
Bailiwick of Guernsey or United Kingdom, US Government restricted
rights will apply.
15. Fault Repair
15.1 We will aim to provide You with a Fault free Service
although this cannot always be guaranteed.
15.2 If You detect a Fault in Service then You must report it to
Us by telephoning the number specified on Our Order Form or any
other number that We may notify You of. You must provide Us with
details of the nature of the Fault, the full details of the Service
being provided and Contact Details so that We can inform You of
progress.
15.3 If You report a Fault in Service We will respond as
detailed in Our Service Schedule, to correct the Fault by
undertaking one or more of the following actions:
15.3.1 We will provide advice to You by telephone including any
tests and checks that You should carry out;
15.3.2 where appropriate,We will carry out diagnostic tests from
Our Premises, or
15.3.3 attend a point in Our network or visit Your Premises if
Our previous actions have not cleared the Fault and We consider
that such a visit is necessary.
15.4 If We undertake work to correct a reported Fault in Service
and find there is none We may charge You for the work at the
applicable hourly rate set out in Our Price List.
15.5 If We agree to attend a reported Fault in Service outside
Our Normal Working Hours then You will be charged at the applicable
hourly rate set out in Our Price List or as detailed in Our Service
Schedule.
16. Term Of Service
The Service provided under this Agreement is for an initial term
of 1, 2 or 3 years (the “Initial Term”) from the Service Delivery
Date as specified on Our Order Form or in Our Price List. If the
Initial Term of Service is for 1 year, at the end of the Initial
Term it will continue, unless terminated under the provisions of
paragraph 22 or otherwise for one or more continuous terms of the
same length. Where the Initial Term is for 2 or 3 years the
Agreement will terminate at the end of the Initial Term and a new
Agreement will apply. A further Initial Term of service shall apply
in respect of each new facility added or change made to the Service
at Your request
17. Temporary Service
If We accept an application for Service for a term that is less
than the normal term for the Service We shall regard the Service as
temporary and charge You accordingly.
18. Interconnection
18.1 If the Service requires Interconnection with Other Licensed
Operators then We are only responsible for the part of the Service
under Our direct control.
18.2 We may suspend or terminate Service immediately, without
notice, if any other part of the Service is terminated or suspended
for reasons that are beyond Our reasonable control.
18.3 You shall be responsible for making any application for
Service to Other Licensed Operators. If You request and We agree,
then We shall act as Your agent and negotiate and enter into a
contract for Service with Other Licensed Operators on Your behalf.
You shall be responsible for complying with the terms and
conditions of the Other Licensed Operator.
18.4 If We agree to pay the Other Licensed Operator’s charges on
Your behalf then We will charge You for their fees in advance.
19. Charges
All charges for Service are detailed in Our Price List that can
be seen at or obtained from Our main offices or sent to You upon
request.
20. Payment
20.1 You shall pay to Us on demand all applicable charges for
the relevant Service at rates specified in Our Price List.
20.2 Rental for the Service will start on the Service Delivery
Date, unless:
20.2.1 We notify You of a later date for the start of Service
when rental will be payable from; or
20.2.2 You use the Service before the Service Delivery Date, in
which case rental will be payable from the date You first use the
Service.
20.3 Rental is normally payable in advance but We may bill You
in arrears. Except for temporary Service,You must pay rental in
accordance with Our billing cycle. We will apportion rental on a
daily basis for incomplete billing periods.
21. Deposits and Payments In Advance
21.1 We may from time to time require payment of a deposit. If a
deposit is required We shall notify You of the amount and You shall
pay Us immediately. We may credit the deposit against any charges
due to Us or upon discharge of Your liabilities to Us; refund it
together with any interest that We may deem appropriate.
21.2 We may ask for payment in advance, which does not exceed
the connection charge and rental for the term of Service requested,
prior to providing the Service.
22. Default
22.1 If You:
22.1.1 do not pay any charge within 28 days of it falling due or
break this Agreement in any other material way;
22.1.2 are subject to bankruptcy or insolvency proceedings;
22.1.3 have been declared en désastre: or
22.1.4 use the Service, or do not use all best endeavours as is
required by clause 13.1 above to prevent Service being used, in a
way prohibited by this Agreement
We can (without losing or reducing any other rights or
remedy)
a) suspend Service (including partially) temporarily
without notice, though You remain liable to pay rental during the
period of suspension; or
b) terminate this Agreement and the Service provided under
it by immediate notice.
22.2 “Bankruptcy or Insolvency proceedings”
means bankruptcy proceedings, becoming insolvent, making any
composition or arrangements with creditors or an assignment for
their benefit, any execution, distress, diligence or seizure; or if
You are a company, being the subject of proceedings for the
appointment of an administrator, going into liquidation whether
voluntary or compulsory (except for the purpose of amalgamation or
reconstruction) or having receiver or administrative receiver of
any assets appointed.
22.3 On termination of this Agreement under paragraph 22.1 or
otherwise, You must pay Us the rental or other charges which would
have been payable for the remainder of the Initial Term of Service
as well as other sums payable up to the end of the Agreement at the
rate in force in Our Price List at termination but We will make due
allowances for any rental You have paid in advance for a period
ending after the end of the Initial Term of Service, and make a
repayment where appropriate.
22.4 You continue to be liable to pay all charges that are due
for the Service during the period in which You do not comply with
this Agreement.
23. Cancellation
23.1 Prior to Service being provided, this Agreement may be
cancelled by:
23.1.1 You although We may make a charge for any abortive
work undertaken and/or any money spent to meet Your
requirements;
23.1.2 Us if paragraph 3.5 of this Agreement applies.
24. Suspension
We may suspend Service immediately and without notice in an
emergency in order to provide or safeguard service to a hospital or
to the emergency, or other essential services. We will restore
Service as soon as possible after the suspension and use reasonable
endeavours to keep any such suspension to a minimum.
25. Termination
25.1 We may terminate this Agreement by giving You at least
three months notice. If We give You notice then You must pay rental
up to the expiry of the notice. We will credit or refund the
appropriate proportion of any rental paid in advance for the period
after Your liability for rental ceases.
25.2 You may, by giving notice to Us at least six weeks before
the expiry date of the Initial Term of Service, terminate this
Agreement on the expiry date.The Initial Term may be one, two or
three years as stated on the Order Form. If You terminate this
Agreement during the Initial Term of Service,You shall be liable
for any outstanding charges for the balance of the Initial Term at
the rate in force in Our Price List. Outstanding rental charges
shall not be payable if:
25.2.1 The Service is replaced with another Service from Us that
We deem to be comparable; or
25.2.2 We materially change the rental charge or terms and
conditions of this Agreement to Your detriment.
25.3 After the Initial Term of Service You may terminate this
Agreement by giving Us at least 30 days notice in writing.
25.4 Your notice does not avoid any other liability for Service
already provided.
26. Call Monitoring and Recording
We may monitor and record calls made to or by Us. We do this for
the protection of You and Us, training, customer service and
telemarketing purposes.
27. Accommodation, Power and Lightning Protection
27.1 In order to provide Service We may have to place
Telecommunications Equipment on Your Premises. You must provide a
suitable location and environment for Our Telecommunications
Equipment. You must prepare Your Premises before Service is
provided according to any instructions that We may give You. We
will take reasonable care when carrying out work on Your Premises
but You will be responsible for any necessary re-decoration and for
putting items back once We have completed the work.
27.2 You must supply at Your own expense, a suitable mains
electricity supply and connection points, where We need them, if
they are required for Our Telecommunications Equipment.
27.3 If You require such equipment,You must provide at Your own
expense, suitable lightning protection equipment for use with any
Customer Premises Equipment associated with the Service.
28. Information and Permissions
28.1 You must provide to Us when asked any information and /or
co-operation that We may reasonably require in order for Us to
provide Service under this Agreement.
28.2 You shall promptly inform Us of any changes to any details
originally provided to Us in relation to the Service and this
Agreement.
28.3 In order to investigate abuse of the Telecommunications
Network You must provide to Us, when asked, any information and
records relating to the use of the Service or equipment.
28.4 You confirm that in respect of the Service:
28.4.1 We may install and keep the Service and
Telecommunications Equipment at the Premises and have reasonable
access to it; and
28.4.2You have obtained all permissions, licences and consents
from third parties that are necessary or desirable for the supply
of Service until its removal.
29. Access to Premises
You shall let Us or Our representatives enter Your Premises for
the purpose of installing, maintaining or removing the Service as
long as We show You our identity badge. We will meet Your
reasonable requirements for the safety of people on Your Premises
and You shall be responsible for the safety of Our representatives
whilst on Your Premises.
30. Complaints and Arbitration
All complaints and arbitration shall be dealt with in accordance
with Our Consumer Code of Practice.
31. Assignment
We shall have the right to assign or transfer all or any of Our
rights and obligations under this Agreement to any person and shall
notify You prior to exercising that right.
32. Copyright
Copyright of all information supplied to You in connection with
the Service shall remain Ours or the copyright owners. Such
information shall not be copied, used or disclosed (other than for
the purpose for which it was supplied) without Our prior written
consent.
33. Duration and Entire Agreement
33.1 This Agreement shall come into force immediately and
shall continue until Service is terminated.
33.2 This Agreement sets out the entire terms and
conditions under which We provide Service to You.
34. Liability
34.1 We do not exclude or restrict liability for death or
personal injury resulting from Our negligence.
34.2 We are not liable to You either in contract, tort,
(including negligence) or otherwise for loss (whether direct of
indirect) of profits, business or anticipated savings, or for any
indirect or consequential loss or damage whatever.
34.3 Our liability to You in contract, tort (including
negligence) or otherwise in relation to the Service, or otherwise
under this Agreement, is limited to the value of any amounts paid
by You to Us under this Agreement in any 12 month rolling period,
starting on the Service Delivery Date.
34.4 Each provision of this paragraph limiting or excluding
liability operates separately. If any part is held unreasonable or
inapplicable in any circumstances the other parts shall continue to
apply.
34.5 We will accept liability for failure to meet any
of Our obligations stated in any Service Schedule applicable
to the Service but only to the extent stated in paragraph 34 and as
limited in paragraph 35 of this Agreement and in the relevant
Service Schedule. In the event of any conflict between the terms
and conditions of paragraph 34 and the applicable Service Schedule
the terms and conditions of paragraph 34 shall prevail.
34.6 You are responsible for the security and use of any
password or PIN numbers used with the Service.You are advised not
to use them with Customer Premises Equipment that has a memory,
such as telephones with last number dialled and display facilities.
We will not be held liable for any loss that You may suffer as a
result of Your failure to comply with this clause.
35. Matters Beyond Reasonable Control
We are not liable for any breach of this Agreement which is
caused by a matter beyond Our reasonable control including but not
limited to Act of God, fire, lightning, explosion, war, disorder,
flood, industrial disputes (whether or not involving their
employees), extremely severe weather or acts of Government or other
competent authorities. If We are prevented by restrictions of a
legal or regulatory nature from supplying the Service,We will have
no liability to You for failure to supply the Service.
36. Notice
36.1 Notices given under this Agreement must be in writing and
delivered by hand or sent by facsimile or prepaid post as
follows:
36.1.1 To Us: at the address of Our office shown on Our Order
Form or on Your last bill or any alternative address that We may
notify You of;
36.1.2 To You:at the address that You ask Us to send bills,the
address of the Premise, or if You are a limited company to Your
registered office.
37. Use Of Information
37.1 We will use the information We have about You and Your use
of the Service for marketing purposes. We will not do so if You ask
Us not to.
37.2 We will process Your billing data and information about
Your use of Service for marketing Our own telecommunications
products and services. This enables Us to better inform You about
products, services and options that We provide and believe may be
of particular interest to You. We will not disclose this
information to anyone else. We need Your consent to continue to
give You all the benefits that this processing provides and will
assume We have it, unless You indicate otherwise on Our Order Form
or notify Us in writing at a later date.
38. Severability
If any provision of this contract is found to be invalid or
unenforceable, the validity and enforceability of the remaining
provisions shall not be affected by that finding.
39. Variation
We may change the terms or conditions of this Agreement at any
time. Where practicable, or if necessary to comply with any
regulatory obligation to which We may from time to time be subject,
We will publish details of any change in each of Our main offices
at least 21 days before the change is to take effect. We will also
provide You with notice of the change in La Gazette Officielle,
On-line at HYPERLINK http://www.surecw.com/, on the next
bill that is sent to You or by letter, as we deem appropriate.
40. Waiver
If either party fails to exercise or enforce any right conferred
by this Agreement it shall not be deemed to be a waiver of those
rights nor bar the exercise or enforcement of them on any later
occasion. If We waive a particular breach of this Agreement by You,
that waiver is limited to the particular breach.
41. Law
This Agreement shall be governed by and constructed and
interpreted in accordance with the Laws of the Island of Guernsey,
and each party hereby submits to the exclusive jurisdiction of the
Guernsey Courts.
Issue 2
December 2004