The following terms shall have the following meaning:-

“IPstream Max” – means the IPstream Max and IPstream Max Premium Service.

“Commencement Date”, the date that the Customer and Supplier agree that the delivery of the Service shall commence

“The Customer” means a person, firm or company who has entered into a contract with the Supplier for access to the Services.

 “The Supplier” means Sureline Communications Limited

“The Services” means such services as are set out in the contract between the Supplier and the Customer enabling the customer to gain access to the Internet and/or additional services.

“Internet” means the global data network comprising interconnected networks.

“Telephone Number” shall consist of UK telephone number accessible from any other telephone connection service

CUSTOMER OBLIGATIONS

1)     The Customer shall provide Sureline with a telephone number for the IP Stream Max service to be provided on. Sureline shall not warranty the connection between the customer’s telephone connection and the service.

2)     The Customer is responsible for ensuring that they have a current contract (either with BT or a third party), for a BT Analogue Direct Exchange line which terminates on a BT public switched telephone master socket for the duration of this agreement, plus the provision of a suitable computer, modem/router (only if self install), for connecting to, and accessing of, the Services.

3)     The Customer must return any faulty equipment provided by Sureline within 30 days of receipt to obtain a free replacement. The Customer must advise Sureline of the problem with the equipment and their intention to return it prior to its despatch.

STABILISATION PERIOD

The Customer acknowledges and accepts that there is a required stabilisation period of a minimum of 10 calendar days commencing from the date that the customer begins using IPstream Max. During this time the broadband supplier will measure the Maximum Stable Bandwidth rate. The maximum rates available to each Customer are dependent on the distance of the Customer’s site from the nearest Service Availability Area. The Customer will be advised of their MSB rate once this has been established.  

IPSTREAM MAX LINE RATES

The Upstream and Downstream Line Rates for IPStream Max will be Rate Adaptive. Rate Adaption can occur several times a day and may change the Line Rate available to the Customer.

IPStream Max

Maximum Upstream Line Rate 400k

Maximum Downstream Line Rate 8Mb

IPStream Max Premium

Maximum Upstream Line Rate 800k

Maximum Downstream Line Rate 8Mb

SERVICE PROVISION

1)     The provision of the IPStream Max service to the Customer site may result in the Customer experiencing a temporary loss of their analogue direct exchange line for the period when the Customer Installation is being carried out.

2)     Any incorrectly wired extensions to the Customer’s master socket forming part of the  Network will be left disconnected.

SERVICE CONSTRAINTS

The Customer acknowledges and accepts the following technical limits relating to the IPStream Max service:

1)     That some technical limitations within the  Network may not become apparent until after the service has been installed and working for some time. In such circumstances, the Service for some individual Customer’s may need to be withdrawn in which case any charges paid in advance will be rebated.

2)     Downstream and Upstream peak and sustained throughput rates may be reduced by:

a)     Contention in the Network.

b)     By Rate Adaption and Line Rate for IPStream Max.

c)     That due to the Rate Adaptive nature of IPStream Max, the Line Rate may vary several times during the day, which may lead to a temporary loss of service dependent on line conditions. 

DURATION

The contract period shall be for a minimum term of:-

12 months from the date of this agreement or if in doubt the date of service supply.

It is renewable thereafter for such further similar periods, on the understanding that the Customer’s continues to observe the obligations set out herein.

FEES

All fees as set out in the attached schedule must be paid in advance of the delivery of the Services by the Supplier. Subsequent payments shall be paid either quarterly or annually, on the first day of the month being the anniversary of the commencement date. Fees are payable by Bankers Standing Order, or Direct Debit. In the event of a default of any payment or part thereof by the Customer, the Supplier reserves the absolute right to terminate, or otherwise interrupt the Services to the Customer. A reconnection fee equal to the full installation charge must be paid prior to the reconnection of the service to the Customer by the Supplier.

TERMINATION OF SERVICES

If the Customer fails to observe and perform the said terms and conditions of this Agreement (including without prejudice to the generality of the foregoing if the Customer fails to pay the Charges arising under the terms of this Agreement on or before the due date thereof), Sureline shall be entitled without prejudice to any other rights :-

1)     To terminate this Agreement and the Service forthwith by written notice and

2)     To make additional charges appropriate to the consequences of the Customer’s failure to observe and perform the terms and conditions of this Agreement

The Customer shall remain liable for all charges arising in accordance with the terms of this Agreement in full and this Agreement shall remain in full force and effect unless otherwise terminated in accordance with its terms.

The Customer may terminate the service with one months notice after the expiry of the initial term.

IMPROPER USE

The Customer warranties that it shall use the Services and the Internet, or other services accessed by the provisions of the services for lawful purposes, in accordance with the National Laws of the United Kingdom, the European Union, and in accordance with International Treaties and Accords. Transmissions of any materials via the Services, or in the use of, any part of the Internet in violation of any applicable laws or regulations is prohibited, and shall constitute a breach of a main term of this contract. This includes, but is not limited to, copyright materials or those covered by trade secrets, regardless of whether the Customer’s knowledge or intentions. Further, the Customer shall not use the Services for transmission of computer viruses, any obscene, offensive, abusive or menacing material, or materials which may cause annoyance, inconvenience or needless anxiety or for the posting of such materials to bulletin boards or newsgroups in a manner which constitutes a violation or infringement of the rights of any person, firm or company.

The Customer may not assign, re-sell, sub-lease or transfer the Suppliers connection by any other method whatsoever and shall not connect devices to the connection capable of routing or re-routing the Services.

FAIR USE

Sureline relies on its customers being considerate in their use of the Internet. The IPStream Max broadband service delivered by Sureline is a contended service and whilst the service is always connected the available bandwidth is shared with other customers. If a customer decides to download large amounts of data during peak times this will impact on the availability of bandwidth for other customers and cause the service to slow down. From time to time it may be necessary for a customer to do this and we would recommend wherever possible that it is completed outside of peak hours (8am- Midnight). However if a customer is consistently downloading large quantities of data during peak hours their usage may be considered excessive and in breach of Sureline’s Fair Usage Policy.

Sureline’s network is monitored 24/7. Support staff will be aware within moments if there is a serious abuse of the Fair Use Policy and if usage by a particular customer is compromising Sureline’s broadband network for other customers. If this is the case Sureline will take immediate action to stop the abuse and will suspend the customer’s service immediately without prior notice.

LIABILITY

The Customer acknowledges that the Supplier is not able to exercise any control over the content of information passing over the Supplier’s connection and/or the Internet, and the Supplier hereby excludes all liability of any kind for transmission or reception of information of any nature whatsoever and no warranty is given.

The Customer agrees that the use of the Services is at the Customer’s sole risk. The Supplier, its agents, contractors, licensors, employees and information providers, providing the Services do not warrant or guarantee that the Services will be uninterrupted or free from error, and the same shall not be construed as a main term of this contract. Additionally Sureline shall have no liability if the primary Supplier terminates the supply of its services for any reason whatsoever, permanently or temporarily.

Sureline shall not, (whether or not Sureline was aware of the possibility of such loss), be liable for any misrepresentation, breach of any implied or express warranty, condition or other term or be liable in contract, tort or otherwise for:-

a)     indirect or consequential loss;

b)     loss of revenue except loss of revenue directly caused by corruption of data arising from the date that the Customer should have made a back-up copy of the Software in accordance with the backup procedures set out in the Documentation;

c)     loss of profits;

d)     loss of business or goodwill; or

e)     loss of availability, use or opportunity

Howsoever caused that arises out of or in connection with the Service including interruption or loss of the Service caused by the Supplier or otherwise under this Agreement.

Sureline aggregate liability whether in contract, tort or otherwise, howsoever arising out of or in connection with this Agreement shall be limited to the total of the charges paid to Sureline for the Service in the relevant year in which the act or omission giving rise to the claim occurred or with respect to a series of related claims the year in which the act or omission giving rise to the first claim occurred. 

The parties expressly agree that should any limitation or provision contained in this clause be held to be invalid under any applicable statute or rule of law it shall to that extent be deemed omitted but if any party thereby becomes liable to loss or damage which would otherwise have been excluded such liability shall be subject to the other limitations and provisions set out herein.

PLANNED AND EMERGENCY DOWNTIME

The Supplier may, from time to time, and with at least 24 hours notice wherever possible, close down or restrict, all or part of the Services where necessary for repair, to prevent overloading the Services, or to preserve the safety, security or integrity of the Services and traffic conveyed, or in the event of any Act of God, or national emergency, or as a result of actions or events beyond its control. The Supplier, at its discretion, shall deem and or decide when such action is necessary, without reference to the Customer.

CUSTOMER SUPPORT

Standard Care (see attached schedule) is the basic level of support provided automatically with this service. Customers do have the option to sign up to Total Care (see attached schedule). If the Customer elects the Total Care option Sureline would recommend that Total Care is also implemented on the PSTN line. 

INDEMNITY

The Customer agrees that it shall indemnify the Supplier against any prosecution or civil suit whatsoever, and the costs of same, brought as a direct result of the use of the Services by the Customer. The Customer hereby agrees to indemnify and hold the Supplier, it’s agents, contractors, licensors, employees and information providers providing Services harmless, from any loss suffered by the Supplier as a result of breach of the terms and conditions of the contract between the Supplier and the Customer and from any claim brought by third parties alleging that the use of the Services by a Customer, or under his/her account, has infringed any intellectual property right of any kind, or any applicable English or international legislation or regulation. The Customer shall, at the Customers expense, give such assistance and supply such documentation or other evidence as shall reasonably be requested from the Customer by the Supplier and shall comply with such request within 14 days of the same being made.

The Customer acknowledges that Internet facilities underlying the Services provided by the Supplier are supplied and maintained by Primary Suppliers. The use of the Internet is subject to such terms and conditions that may be imposed by Primary Supplier’s from time to time and breach of any such terms and conditions may result in suspension or termination of the Customer’s right to use the Services with or without the Customer’s knowledge or approval and in addition if such Services are suspended for contravention of any of the terms and conditions, the Supplier in its sole discretion, shall not, or may not, restore the Services until, and in consequence of, an express warranty by the Customer in terms acceptable to the Supplier that the Customer will observe the terms set out herein.

ASSIGNMENT
Sureline reserves the right to assign all or part of this contract at any time to any subsidiary or associate company.

AMENDMENTS TO TERMS & CONDITIONS

These terms and conditions may be amended from time to time and will be updated on our website.

Dated this   29^th June 2009