Terms and Conditions

Eclipse 2000's Terms and Conditions

You indicate acceptance of these terms and conditions of service by placing an order with Eclipse 2000. These terms and conditions will not be varied for individual customers.


1 DEFINITIONS

1.1 In this Agreement the following words and expressions shall have the following meanings:

1.1.1 "downtime" means any service interruption in the availability to visitors of the Website;

1.1.2 "intellectual property rights" means patents, trade marks, design rights, applications for any of the foregoing, copyright, topography rights, database rights, rights in know-how, trade or business names and other similar rights or obligations, whether registrable or not in any country;

1.1.4 "IP address" stands for internet protocol address which is the numeric address for the server;

1.1.5 "ISP" stands for internet service provider;

1.1.6 "server" means the computer server equipment operated by Eclipse 2000 in connection with the provision of the Services;

1.1.7 "the Services" means web hosting, domain name registration, email and any other services or facilities provided by Eclipse 2000.

1.1.8 "spam" means sending unsolicited and/or bulk emails;

1.1.9 "virus" means a computer programme that copies itself or is copied to other storage media, including without limitation magnetic tape cassettes, memory chips, electronic cartridges, optical discs and magnetic discs, and destroys, alters or corrupts data, causes damage to the user's files or creates a nuisance or annoyance to the user and includes without limitation computer programs commonly referred to as "worms" or "trojan horses";

1.1.10 "visitor" means a third party who has accessed the Website;


1.2 Product specifications and details may be found at www.eclipse2000hosting.co.uk

1.3 Words denoting the singular shall include the plural and vice versa and words denoting any gender shall include all genders.

1.4 The headings of the paragraphs of this Agreement are inserted for convenience of reference only and are not intended to be part of or to affect the meaning or interpretation of this Agreement.

2 INTRODUCTION

2.1 The Customer wishes to provide Eclipse 2000 with data that will be hosted on Eclipse 2000's servers and made accessible via the Internet.

2.2 Eclipse 2000 provides web hosting services and has agreed to host the Customer's data upon the following terms and conditions.

3 DUTIES

3.1 Eclipse 2000 shall provide to the Customer the Services specified in their order subject to the following terms and conditions.

3.2 The Customer shall deliver to Eclipse 2000 the Website and the software used in the Website which is owned by the Customer, or licensed to him by a third party or Eclipse 2000, in a format specified by Eclipse 2000.

4 CHARGES ,PAYMENT AND MONEY BACK GUARANTEE

4.1 Payment methods include credit cards (including MasterCard, Visa, American Express), debit cards (including Switch/Maestro) and direct debits (Paid via paypal)

4.2 Eclipse 2000 do not accept cheques, bank transfers, postal orders, cash or any other form of payment other than those outlined in 4.1

4.3 The Charges are exclusive of VAT, which if payable shall be paid by the Customer.

4.4 Eclipse 2000 shall be entitled to charge interest in respect of late payment of any sum due under this Agreement, which shall accrue from the date when payment becomes due from day to day until the date of payment at a rate of 8% per annum above the base rate of the Bank of England from time to time in force.

4.5 Eclipse 2000 do not provide credit facilities.

4.6 From time to time Eclipse 2000 may make enquiries on the Customers company, proprietor or directors of the Customers company with credit reference agencies. These agencies may record that a search has been made and share this information with other businesses.

4.7 Eclipse 2000 provide "Money Back Guarantees" on certain products. Should your product qualify for this guarantee please raise a support ticket at http://www.eclipse2000hosting.co.uk/support.htm within 30 days of placing your order for a full refund. This guarantee excludes domain names which may not be cancelled once ordered.

4.8 Pro-rata refunds will not be issued for yearly services that are cancelled before then end of the year.

5 IP ADDRESSES

5.1 Eclipse 2000 shall maintain control and ownership of the IP address that is assigned to the Customer as part of the Services and reserves the right in its sole discretion to change or remove any and all IP addresses.

5.2 Where Eclipse 2000 changes or removes any IP address it shall use its reasonable endeavours to avoid any disruption to the Customer.

6 SOFTWARE LICENCE AND RIGHTS

6.1 If the Customer requires use of software owned by or licensed to Eclipse 2000 in order to use the Services, Eclipse 2000 grants to the Customer and its employees, agents and third party consultants and contractors, a royalty-free, world-wide, non-transferable, non-exclusive licence to use Eclipse 2000 Software in object code form only, in accordance with the terms of this Agreement. For the avoidance of doubt, this Agreement does not transfer or grant to the Customer any right, title, interest or intellectual property rights in Eclipse 2000 Software.

6.2 In relation to Eclipse 2000's obligations under this Agreement in connection with the provision of the Services, the Customer grants to Eclipse 2000 a royalty-free, world-wide, non-exclusive licence to use the Customer Software and all text, graphics, logos, photographs, images, moving images, sound, illustrations and other material and related documentation featured, displayed or used in or in relation to the Website ("the Content"). For the avoidance of doubt, this Agreement does not transfer or grant to Eclipse 2000 any right, title, interest or intellectual property rights in the Customer Software or the Content.

6.3 The Customer undertakes that he will not himself or through any third party, sell, lease, license or sublicense Eclipse 2000 Software.

6.4 Eclipse 2000 may make such copies of the Customer Content as may be necessary to perform its obligations under this Agreement, including back up copies of the Content. Upon termination or expiration of this Agreement, Eclipse 2000 shall destroy all such copies of the Content and other materials provided by the Customer as and when requested by the Customer.

7 SERVICE LEVELS AND DATA BACKUP

7.1 Eclipse 2000 shall use its reasonable endeavours to make the server and the Services available to the Customer 100% of the time but because the Services are provided by means of computer and telecommunications systems, Eclipse 2000makes no warranties or representations that the Service will be uninterrupted or error-free and Eclipse 2000 shall not, in any event, be liable for interruptions of Service or downtime of the server.

7.2 Eclipse 2000 carries out data backups for use by Eclipse 2000 in the event of systems failure. Eclipse 2000 do not provide data restoration facilities for individual customers. Even though every effort is made to ensure data is backed up correctly Eclipse 2000 accepts no responsibility for data loss or corruption.

8 ACCEPTABLE USE POLICY

8.1 The Website and use of the Services may be used for lawful purposes only and the Customer may not submit, publish or display any content that breaches any law, statute or regulation. In particular the Customer agrees not to:

8.1.1 use the Services or the Website in any way to send unsolicited commercial email or "spam", or any similar abuse of the Services;

8.1.2 send email or any type of electronic message with the intention or result of affecting the performance of any computer facilities;

8.1.3 publish, post, distribute or disseminate defamatory, obscene, indecent or other unlawful material or information, or any material or information which infringes any intellectual property rights (for the avoidance of doubt this includes licensed software distributed as Warez), via the Services or on the Website;

8.1.4 threaten, abuse, disrupt or otherwise violate the rights (including rights of privacy and publicity) of others;

8.1.5 engage in illegal or unlawful activities through the Services or via the Website;

8.1.6 make available or upload files to the Website or to the Services that the Customer knows contain a virus, worm, trojan or corrupt data; or

8.1.7 obtain or attempt to obtain access, through whatever means, to areas of Eclipse 2000's network or the Services which are identified as restricted or confidential. This includes leaving your home directory whilst using SSH access to servers.

8.1.8 operate or attempt to operate IRC bots or other permanent server processes.

8.2 The Customer has full responsibility for the content of the Website. For the avoidance of doubt, Eclipse 2000 is not obliged to monitor, and will have no liability for, the content of any communications transmitted by virtue of the Services.

8.3 If the Customer fails to comply with the Acceptable Use Policy outlined in Clause 8.1 Eclipse 2000 shall be entitled to withdraw the Services and terminate the Customer's account without notice.

8.4 Unmetered / Unlimited Reseller accounts, this means up to the servers capability's. Once the hard drives are full on that server this is the limit. No more can be added so another reseller account would need to be purchased on another server to be able to add more accounts. This applies to any reseller with an offer package. If you have a our full priced reseller package at £34.99 you will be given another reseller account on another server so you would run them both.  Once this server becomes full you would be given another server and so on. Please do note this only applies to customers paying the full rental price.

8.5 Shoutcast servers on the 128Kbps platform have a limit of 50GB of traffic per month, This is because our servers in the UK are limited bandwidth. All customers using the same server will have a fair limit.

9 ALTERATIONS AND UPDATES

All alterations and updates to the Website shall be made by the Customer using the online account management facility, FTP access or SSH access where available. The Customer will be issued with a user name and password in order to access the account. The Customer must take all reasonable steps to maintain the confidentiality of this user name and password. If the Customer reasonably believes that this information has become known to any unauthorised person, the Customer agrees to immediately inform Eclipse 2000 and the password will be changed.

10 WARRANTIES

10.1 The Customer warrants and represents to Eclipse 2000 that Eclipse 2000's use of the Content or the Customer Software in accordance with this Agreement will not infringe the intellectual property rights of any third party and that the Customer has the authority to license the Content and the Customer Software to Eclipse 2000 as set out in Clause 6.2.

10.2 All conditions, terms, representations and warranties that are not expressly stated in this Agreement, whether oral or in writing or whether imposed by statute or operation of law or otherwise, including, without limitation, the implied warranty of satisfactory quality and fitness for a particular purpose are hereby excluded. In particular and without prejudice to that generality, Eclipse 2000 shall not be liable to the Customer as a result of any viruses introduced or passed on to the Customer.

11 INDEMNITY

The Customer agrees to indemnify and hold Eclipse 2000 and its employees and agents harmless from and against all liabilities, legal fees, damages, losses, costs and other expenses in relation to any claims or actions brought against Eclipse 2000 arising out of any breach by the Customer of the terms of this Agreement or other liabilities arising out of or relating to the Website.

12 LIMITATION OF LIABILITY

12.1 Nothing in these terms and conditions shall exclude or limit Eclipse 2000's liability for death or personal injury resulting from Eclipse 2000's negligence or that of its employees, agents or sub-contractors.

12.2 The entire liability of Eclipse 2000 to the Customer in respect of any claim whatsoever or breach of this Agreement, whether or not arising out of negligence, shall be limited to the charges paid for the Services under this Agreement in respect of which the breach has arisen.

12.3 In no event shall Eclipse 2000 be liable to the Customer for any loss of business, loss of opportunity or loss of profits or for any other indirect or consequential loss or damage whatsoever. This shall apply even where such a loss was reasonably foreseeable or Eclipse 2000 had been made aware of the possibility of the Customer incurring such a loss.

13 TERM AND TERMINATION

13.1 This Agreement will become effective on the date the service is ordered and shall continue until terminated by either party in writing of its intention to terminate the Agreement.

13.2 Eclipse 2000 shall have the right to terminate this Agreement with immediate effect by notice in writing to the Customer if the Customer fails to make any payment when it becomes due.

13.3 Either party may terminate this Agreement forthwith by notice in writing to the other if:

13.3.1 the other party commits a material breach of this Agreement and, in the case of a breach capable of being remedied, fails to remedy it within a reasonable time of being given written notice from the other party to do so; or

13.3.2 the other party commits a material breach of this Agreement which cannot be remedied under any circumstances; or

13.3.3 the other party passes a resolution for winding up (other than for the purpose of solvent amalgamation or reconstruction), or a court of competent jurisdiction makes an order to that effect; or

13.3.4 the other party ceases to carry on its business or substantially the whole of its business; or

13.3.5 the other party is declared insolvent, or convenes a meeting of or makes or proposes to make any arrangement or composition with its creditors; or a liquidator, receiver, administrative receiver, manager, trustee or similar officer is appointed over any of its assets.

13.4 Any rights to terminate this Agreement shall be without prejudice to any other accrued rights and liabilities of the parties arising in any way out of this Agreement as at the date of termination.

13.5 On termination all data held in the customers account will be deleted.

13.6 When a dedicated server is ordered through our system or ebay once the server has been installed and setup and the customer has received the login details NO refunds are given.

14 ASSIGNMENT

14.1 Eclipse 2000 may assign or otherwise transfer this Agreement at any time.

14.2 The Customer may not assign or otherwise transfer this Agreement or any part of it without Eclipse 2000's prior written consent.

15 FORCE MAJEURE

Neither party shall be liable for any delay or failure to perform any of its obligations if the delay or failure results from events or circumstances outside its reasonable control, including but not limited to acts of God, strikes, lock outs, accidents, war, fire, the act or omission of government, highway authorities or any telecommunications carrier, operator or administration or other competent authority, the act or omission of any Internet Service Provider, or the delay or failure in manufacture, production, or supply by third parties of equipment or services, and the party shall be entitled to a reasonable extension of its obligations after notifying the other party of the nature and extent of such events.

16 SEVERANCE

If any provision of this Agreement is held invalid, illegal or unenforceable for any reason by any Court of competent jurisdiction such provision shall be severed and the remainder of the provisions here of shall continue in full force and effect as if this Agreement had been agreed with the invalid illegal or unenforceable provision eliminated.

17 NOTICES

Any notice to be given by either party to the other may be sent by either email, fax or recorded delivery to the address of the other party as appearing in this Agreement or such other address as such party may from time to time have communicated to the other in writing, and if sent by email shall unless the contrary is proved be deemed to be received on the day it was sent or if sent by fax shall be deemed to be served on receipt of an error free transmission report, or if sent by recorded delivery shall be deemed to be served 2 days following the date of posting.

18 ENTIRE AGREEMENT

This Agreement contains the entire Agreement between the parties relating to the subject matter and supersedes any previous agreements, arrangements, undertakings or proposals, oral or written. This Agreement may be updated without notice.

19 GOVERNING LAW AND JURISDICTION

This Agreement shall be governed by and construed in accordance with the law of England and the parties hereby submit to the exclusive jurisdiction of the English courts.

20 DOMAIN NAME REGISTRATION

20.1 Domain names are not deemed to be successfully registered until they appear in the relevant whois database of the top level domain name registrar. In the event that a domain name is unavailable when we attempt to register it Eclipse 2000 will provide a full refund for that domain name.

20.2 Please return to the main terms and conditions area of this website to view terms and conditions for individual domain name registrars.

21 SCRIPTING

Eclipse 2000 are not responsible for customer programming issues other than ensuring that programming laungages such as Perl, PHP and ASP are installed and functioning on the web hosting system.

22 PRIVACY

To protect your privacy we will not distribute your details to third parties, unless required to do so by law.

23 DATA TRANSFER

23.1 Web hosting accounts include a certain amount of data transfer, if you exceed this amount in any one month your account will be deactivated until you have upgraded to an account that has more data transfer included.

23.2 Web hosting accounts that are prohibited from hosting file distribution websites, adult content orientated websites, hosting banners, graphics or cgi scripts for other websites, storing pages, files or data as a repository for other websites, reselling or giving away web space under a domain, sub domain or directory.

24 SERVER USAGE

Should your account use more than 5% of the servers processing power and as a result have a detrimental effect on other customers we will discuss with you alternative solutions for your hosting requirements.

Broadband Terms and Conditions

The Terms below set out the basis on which we will provide services to you. Part A contains the general terms and Part B terms relating to specific services.

Part A

1 DEFINITIONS

1.1 In these Terms, the following words shall (unless the context otherwise requires) have the following meanings:

• Additional Charges - any charges additional to the Fee that may be invoiced by Us to You in accordance with these Terms (whether by virtue of a specific provision or otherwise) which will be calculated on a time and materials basis in accordance with our then current standard rates;
• Agreement - these Terms and the Order Form;
• BT - British Telecommunications PLC;
• Carrier - any supplier to Us from time to time of telecommunications services in respect of the Service;
• Equipment – any hardware supplied by Us to You in order for You to receive the Service;
• Fees - the amount(s) payable by You (excluding VAT) for the Services set out in Part B;
• IPR - all patents, copyright, moral rights, design rights, know-how, Confidential Information, database rights, trademarks and service marks together with applications to register any of the above (where applicable);
• Order Form - the on-line form signed by You in respect of the Services;
• Party - You and Us;
• Services - the services listed on the Order Form and in respect of each specific terms are set out in Part B and the detailed specifications are set out in the relevant Product Information Sheet displayed on our Web Site;
• Start Date - the earliest of the Start Dates set out in Part B;
• Terms - these terms and conditions consisting of Part A and Part B;
• Us, We, Our - Eclipse 2000 Broadband, a subsidiary of Kingston Communications (HULL) PLC, registered address: 37 Carr Lane, Hull, HU1 3RE
• Your, You - the organisation or person requiring the Services whose details are set out in the Order Form;
• Web Site - www.eclipse2000broadband.co.uk

2 OUR OBLIGATIONS

2.1 We agree to provide to You the Services for the Fees. To avoid doubt, BT will still bill You for the rental of your BT line.

2.2 We will use all reasonable endeavours to provide the Services without interruption and materially error free.

2.3 You acknowledge that our obligations may be carried out on our behalf by a Carrier or other sub-contractor or agent.

2.4 Your bill will be calculated using data recorded by Us and not from Your own records. Our billing systems will meet standards of accuracy approved by our industry regulator.

3 YOUR OBLIGATIONS

3.1 You agree to pay the Fees as shown on the Order Form. We will bill You for all: (a) Fees; and (b) calls made at the rates set out on our Web Site, as amended from time to time. We may change our Fees and/or calls but will aim to let You know at least 21 days in advance of any change We are making. You must pay either by Credit or Debit Card or by Direct Debit from a bank account. We may vary these methods from time to time. You must provide Us with all necessary information and authority We need to set up a variable Direct Debit. We shall be entitled to withhold our Services if Your bank has not confirmed that the Direct Debit has been established.

3.2 You are responsible for the cost of all charges You incur while Using the Services (whether You make the calls or someone else does). We may apply a usage limit to Your account. If You reach Your usage limit during any billing period We will inform You promptly and, if You do not immediately pay at least half the charges incurred, We may suspend the Services. However, You will still be responsible for all charges incurred using the Services, including those that exceed the limit.

3.3 You agree that all information You have given to Us is correct and that You will inform Us if it changes. You accept that You will be liable for Additional Charges if You give Us incorrect information that We act on.

3.4 You agree to indemnify Us and any Carrier against any loss either of Us may suffer from Your use of the Services.

3.5 You agree that You will:

3.5.1 comply with any reasonable instructions or directions issued by Us from time to time in respect of the Services;

3.5.2 conform to such protocols and standards as are issued from time to time in respect of the use of the Internet or the Services;

3.5.3 fully indemnify Us against any costs and claims from any third party resulting from Your acts or omissions in respect of the Services; and

3.5.4 comply with all applicable legislation (including but not limited to matters arising under the Data Protection Act 1998 and the Regulation of Investigatory Powers Act 2000).

3.6 You agree that You will not (and You will ensure that Your employees, agents and sub-contractors do not):

3.6.1 use the Services for any unlawful purpose or in contravention of any English or other law. This includes but is not limited to:

a. any act or omission which will or is likely to infringe the intellectual property rights of a third party;

b. the transmission, display, downloading or uploading of any material or text which is or is likely to be construed as defamatory, offensive, abusive, obscene or which will or is likely to cause unnecessary anxiety or inconvenience to a third party;

c. use of the Services in any way which is or is likely to violate or infringe the rights of any individual, firm or company in the United Kingdom or elsewhere.

3.6.2 send or procure the sending of unsolicited advertising or promotional material; or

3.6.3 use the Services in a way that does not comply with any instructions given by Us for reasons of health, safety or the quality of the Carrier's telecommunications services or our system; or

3.6.4 use the Services in anyway that will or is likely to make excessive use of our network (including but not limited to spamming).

3.7 The person signing the Order Form warrants his or her authority to bind You to this Agreement.

4 LIABILITY

4.1 Save as required by law and as expressly provided in these Terms, We do not warrant the Services or the Equipment against failure of performance. We disclaim and you waive all other warranties, express or implied, with respect to the services or the equipment, arising by law or otherwise, including, without limitation any implied warranty of satisfactory quality, fitness for a particular purpose and any obligation, liability, right, remedy, claim in tort, notwithstanding any fault, negligence, strict liability or product liability of us (whether express or implied) so far as the law permits.

4.2 You agree that We are not liable in contract or tort (other than fraudulent or negligent misrepresentation) or otherwise arising out of or in connection with these Terms for economic loss (including, without limitation, loss of revenue, profits, contracts, business or anticipated savings), loss of goodwill or reputation, indirect or consequential losses whether or not such losses Were within our

4.3 Subject to clause 4.4 our total aggregate liability to You arising out of or in connection with this Agreement and the performance or observation of our obligations under it shall be limited to the greater of: (a) the amount paid by You to Us in the twelve months prior to the date on which Your claim arose; and (b) £1,000.

4.4 Nothing in this Agreement shall: (a) exclude or limit liability for death or personal injury resulting from our negligence or that of the carrier, our employees or sub-contractors; or (b) affect Your statutory rights if You are a consumer.

5 PROPRIETARY RIGHTS

5.1 All title, rights and interest (including but not limited to ownership and IPR) in the Services remain with Us the Carrier and our suppliers. You acknowledge such title, interest and rights and You shall not take any action or omit to take any action which will or is likely to jeopardise, limit or interfere in any manner such title, right or interest.

5.2 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 You under clause 2.1 gives You no rights to such content. If You wish to use such content, You must ensure that You have the appropriate consent or licence of the content owner.

5.3 You acknowledge that You shall have no rights to any IPR in the Services.

6 TERMINATION/SUSPENSION

6.1 Independent of any additional rights to terminate set out in Part B, We may terminate or suspend Your use of the Services (or any of them) at any time, at our sole discretion and without notice, if You breach any term of these Terms or we have reason to believe that You have or may have breached any of these Terms (including but not limited to where a third party has alleged that there has been some act or omission by You that may amount to a breach).

6.2 Subject to the provisions of Part B: SDSL Connection, which requires three months prior notice of termination, or unless terminated as set out elsewhere, this Agreement will continue until You give Us at least thirty (30) days' written notice. Such notice will terminate this Agreement.

6.3 Termination by You in certain circumstances may incur a cancellation fee. Where this is the case this will be set out in Part B.

6.4 If We are in material breach of these Terms, You may terminate this Agreement by giving Us reasonable written notice.

6.5 Upon termination of this Agreement for any reason Your right to use the Service(s) shall immediately terminate and You shall immediately stop using the Service.

6.6 We can also end the Agreement immediately if: (a) You become bankrupt, or (b) the Services are used for any illegal or fraudulent purposes, or (c) You have broken any term of the Agreement (but, if it can be remedied, We will give You 7 days to put that breach right); and/ or (d) any payment is not made when it is due.

6.7 We may suspend any Service to You if We reasonably consider that the charges that You are incurring are higher than usual for the type of service that You are receiving (or Your usage is higher than normal) and/or We have reasonable grounds to doubt that You will be able to pay Your bill.

6.8 If you have bought the Services for personal use (as opposed to for business use), then You are entitled to a statutory "cooling-off" period of seven business days, starting from the day after you ordered the Services. To cancel the Services please send a written notice, either by post, e-mail or fax telling Us to cancel the Services, to the addresses set out in Clause 8.4, Part A below, marked for the attention of Customer Services. We will refund the charges for any Equipment and delivery and will cancel any payment arrangements within 30 days of receipt of the notice.

If You cancel the Services then You must also send back any Equipment to us within 10 business days of the cancellation to the Exeter address set out in Clause 8.4, Part A below, marked for the attention of Customer Services. You will be responsible for the cost of returning the Equipment to us unless We delivered it to You by mistake or it was damaged or defective when You received it. For high value items we recommend that You use a recorded delivery service for your own protection. If You don't send the Equipment back to Us within 10 business days, then We may collect it from the address you have given us, at your cost (which we may deduct from any refund due to You). Please note that You will lose Your right to cancel if you start using the Service within the cooling-off period.

7 CONFIDENTIALITY

7.1 Each of Us shall while We are providing Services under these Terms and thereafter keep secret and confidential all business, technical or commercial information disclosed to one of Us by the other or otherwise which belongs to the other its sub-contractors, carriers, telecommunication providers or clients (and shall procure that its agents and/or employees are similarly bound) and shall not disclose the same to any person save to the extent necessary to perform its obligations in accordance with the terms of these Terms or save as expressly authorised in writing to be disclosed by the other.

7.2 The obligation of confidentiality contained in clause 7.1 shall not apply or (as the case may be) shall cease to apply to business, technical or commercial information which:

7.2.1 at the time of its disclosure by the disclosing Party is already in the public domain or which subsequently enters the public domain other than by the breach of these Terms; and/or

7.2.2 is required to be disclosed under applicable law or order of a court of competent jurisdiction or government department or agency or by the London Stock Exchange, provided that prior to such disclosure the receiving Party shall advise to the disclosing Party of the proposed form of disclosure.

8 GENERAL

8.1 You accept that We may, in accordance with legal requirements, have to disclose information to governmental organisations (including the police) in respect of Your use of the Services. Subject to any legal prohibitions to the contrary We will notify You of such disclosure as soon as reasonably possible.

8.2 We may from time to time wish to notify You of additional services provided by Us or third parties that We believe may be of interest to You. If You do not want to receive such information please write to Us at the address for notice.

8.3 We shall not be liable for any breach of our obligations hereunder resulting from causes beyond our reasonable control including but not limited to fires, strikes (of own or other employees) insurrection, or riots, embargoes or delays in transportation, inability to obtain supplies, acts of local or central Government or other competent authorities or acts or omissions of third party telecommunications service providers.

8.4 Any notice required or permitted under the Terms must be in English and be sent to Us at any of the following addresses:

Eclipse 2000, 20 Green Oak Drive, Wales, Sheffield, S26 5NA or sales@eclipse2000broadband.co.uk

Any notice to be sent to You will be sent to the address which You provide when applying for the Services unless You notify Us otherwise. Any notices given in relation to this Agreement must be delivered by hand, post, fax or email and will be treated as having been delivered: (a) on the day of delivery if delivered by hand, or (b) 2 days after posting if sent by post, or (c) on the day of transmission if sent by fax, or (d) on the day of transmission if sent by e-mail.

8.5 These Terms do not create a partnership, joint venture, agency or franchise relationship.

8.6 You may not sell, lease, sub-licence, assign or otherwise transfer, whether in whole or in part, by operation of law or otherwise, the rights or obligations (including the Services) arising under these Terms without our prior written consent.

8.7 Notwithstanding any provision to the contrary, nothing in these Terms will create or confer any rights or other benefits whether in accordance with the Contracts (Rights of Third Parties) Act 1999 or otherwise in favour of any person other than You, Us or the Carrier.

8.8 The headings to the sections of these Terms are for convenience only and have no substantive meaning.

8.9 These Terms are governed by the laws of England and Wales and both parties submit to the exclusive jurisdiction of the English Courts.

8.10 If and in so far as any part or provision of these Terms is or becomes void or unenforceable it should be deemed not to be and never to have been nor formed a part of these Terms and the remaining provisions of these Terms shall continue in full force and effect. in such an event, We shall meet with You to discuss the void and unenforceable provisions and shall substitute therefore a lawful and enforceable provision which so far as possible results in the same economic effects.

8.11 This Agreement may not be amended, varied, supplemented or otherwise modified unless agreed by Us in writing.

8.12 The failure by Us to insist on the performance of any of the provisions of these Terms shall not be construed as a waiver or a relinquishment of that our rights to future performance of such provisions and Your obligation in respect of such future performance shall continue in full force and effect.

8.13 This Agreement supersedes any previous agreement between Us and You in relation to the matters dealt with in it and You acknowledge and agree that You have not entered into this Agreement in reliance upon any representation, or statement or whether oral or written) made or alleged to have been made by Us or our agents.

8.14 Complaints If You want to complain about our Service please e-mail our Customer Complaints Department complaints@2000internet.co.uk. We will log Your complaint and try to deal with Your complaint quickly and sympathetically. Details of our complaints procedure are available from our Customer Complaints Department.

8.15 Any disputes relating to the Agreement must be referred in the first instance to our Customer Complaints Department who will endeavour in all good faith to resolve the dispute. If the dispute is not resolved to either party’s satisfaction within 21 days then it may be referred by either party to the independent body CISAS (the Computer and Internet Services Adjudication Scheme, c/o Dispute Resolution Services, The Chartered Institute of Arbitrators, 12 Bloomsbury Square, London WC1A 2LP.) You can obtain details of this procedure by e-mailing complaints@eclipse2000broadband.co.uk. We will give you a reference number in order to take the case to CISAS, who will adjudicate on the matter.

9 FAULTS IN THE SERVICE

9.1 You will immediately upon becoming aware of the same report any fault in the Equipment or the Service to Us by e-mail support@eclipse2000broadband.co.uk or by telephone on the number published at www.eclipse2000broadband.co.uk.

9.2 You acknowledge that occasionally We and/or our Carrier may have to temporarily interrupt the Service or change the specification of the Service for operational reasons or because of an emergency. In these circumstances You shall have no claim against Us for any such interruption or change.

9.3 We warrant that the Equipment will be of satisfactory quality and reasonably fit for the purpose intended for a period of 12 months from the Start Date (the “Warranty Period”). If during the Warranty Period the Equipment becomes defective, You should return it to Us, at no charge to You. We shall repair the Equipment or replace it, at our sole discretion and subject to any manufacturer’s warranty, with Equipment of no less quality than the Equipment being replaced. The replacement Equipment shall benefit from the remaining term of the Warranty Period. If, in our reasonable opinion, We discover that the defects to the replaced Equipment have been caused as a result of Your negligent acts or omissions, We shall be entitled to charge You for the cost of the Equipment and such of Our reasonable costs as We may have incurred pursuant to this clause 9.3.

Part B –Broadband Services

BACKGROUND

• This section of Part B relates solely to the supply of the Broadband Service.

• We will be relying on third party telecommunication suppliers (the Carrier) and our ability to provide You with the Broadband Service is, in part, reliant on them.

1 DEFINITIONS

1.1 In this Part, the following terms shall have the following meanings:

• Acceptance Test - the tests carried out by Us or our representatives to determine the proper operation of the Service;
• Act – the Communications Act 2003, the Telecommunications Act 1984 (as amended) and the Electronic Communications Act 2000;
• The Carrier – BT or any other third party provider through whom we will provide the Broadband Service.
• Communications Line - the telecommunications system that You have notified Us that You use to obtain telecommunications services over Your telephone network at the Premises;
• Start Date - the date when the first Acceptance Test is satisfactorily completed;
• Move Date - the date following Your home/office move when the Acceptance Test is satisfactorily completed;
• Eclipse Networking System - our telecommunication system including any apparatus leased by or obtained by Us from a third party;
• Fee - the amount as set out in the Order Form;
• Premises - the Site address identified in the order form;
• Service - the installation, connection and supply of a telecommunications system (either by Us or by a Carrier chosen by Us) capable of supporting Broadband services to You at the Premises and the provision of the telecommunication services over such system;
• Fixed Period - a period of 12 months commencing on the Start Date;
• Business Broadband – a Service provided to Business customers;
• Evolution Broadband – a contended Service provided to Residential customers;
• Home Broadband – a Service provided to Residential customers;
• Teleworker Broadband - a Service provided to Business customers with ROAM Wireless Broadband Services (as detailed in Part B - ROAM Wireless Broadband);
• Usage - the amount of data transferred over the Service to You measured in gigabytes (GB) (both downloads and uploads);
• Monthly Usage Allowance - the Usage included with the Home Broadband Service and/or the Teleworker Broadband Service , as defined in the product description.
• DSLAM – digital subscriber line access multiplexer;
• Line Rate - the rate of connection between Your Equipment and the Carrier’s equipment (DSLAM) located at the local exchange.
• Maximum Stable Rate - the maximum Line Rate the Service is expected to achieve on Your Communications Line, calculated on a per line basis as further detailed in the product description.
• Rate Adaptation – the automatic negotiation of the best Line Rate between the DSLAM and Your Equipment, based on the settings within the Carrier Network, line characteristics and conditions. Rate adaptation can occur several times a day, thus resetting the rate between Your Equipment and the DSLAM.
• Stabilisation Period - a period of up to 10 calendar days commencing from the date that You first use the Service following the Start Date, during which time the Maximum Stable Rate will be established for Your connection.

2 INSTALLATION

2.1 We will endeavour to provide the Service as soon as possible.

2.2 We shall use all reasonable endeavours to install or procure the installation of the Equipment at the Premises on or before any installation date specified or agreed to by Us. Any installation date is, however, an estimate only and time shall not be of the essence.

2.3 You acknowledge and agree that:

2.3.1 the Service will depend upon Your particular Communications Line. If the Carrier determines that it is not practicable to supply the Service We shall have the right to terminate this agreement without any liability to You; and

2.3.2 after the Activation of Your Communications Line You may suffer a temporary loss of telephone service. This will be reinstated following installation as soon as reasonably possible without any liability to Us.

2.4 We shall supply You with the relevant information to enable You suitably to prepare the Premises for the Activation of Your line.

2.5 You acknowledge and agree the speed and the stability of the operation of the Service is determined:

2.5.1 by the characteristics of Your Communications Line, which include its physical length, quality and susceptibility to interference from other Communications Lines;

2.5.2 electrical, electromagnetic or radio frequency interference;

2.5.3 Rate Adaptation and the Line Rate of Your Equipment; and/or

2.5.4 the capacity available within the Eclipse Networking System or the internet generally.

2.6 If, for any reason, We are unable to supply the Service requested by You on the Order Form, We shall notify You that we are unable to supply the Service and shall suggest alternative Services that We are able to offer, if any.

2.7 If, for any reason, the Carrier should be required to visit Your Premises to assist with the Installation or any fault reported thereafter, You may incur an additional charge.

3 YOUR OBLIGATIONS

3.1 You must notify Us immediately in writing of any allegation of infringement of any intellectual property rights prompted by Your use of the Service. You may not make an admission relating to an alleged infringement. You must allow Us, or at our election, the Carrier to conduct all negotiations and proceedings and give Us or the Carrier all reasonable assistance in doing so. You must allow any part of the Service to be modified so as to avoid continuation of the alleged infringement.

3.2 You will co-operate with our reasonable requests for information regarding Your use of the Service and supply such information without delay.

3.3 You will undertake not to resell the Usage of Your service to third parties.

3.4 You agree to comply with the terms of our Fair Usage Policy, as available from the Web Site.

4 REGRADES

4.1 If You already use our Dial Service and then order a Broadband Service from Us the Dial Service does not automatically terminate. You must give Us notice to terminate Your dial-up service in accordance with the terms of this Agreement.

4.2 If You already use our previous broadband services and then order a Broadband Service from Us the previous service will be regraded free of charge.

5. RATE ADAPTATION AND STABILISATION

5.1 You acknowledge that Your Line Rate will be subject to Rate Adaptation. Rate Adaptation can occur several times each day and may change the Line Rate available to You. Such changes in the Line Rate may re-set Your connection to the Eclipse Networking System or the DSLAM.

5.2 The Service may provide upstream (and downstream) Rate Adaptation. If so, the maximum and minimum Line Rate available for the Service is detailed in the product description.

5.3 If applicable, You acknowledge that the Stabilisation Period cannot commence and that the Carrier will not be able to establish a Maximum Stable Rate until you have installed the appropriate Equipment and the Communications Line is synchronised to the relevant DSLAM. We will notify You once a Maximum Stable Rate has been established. However, You acknowledge that the Maximum Stable Rate may be subject to change as further detailed in the product description.

6 FEES

6.1 For the Home Broadband Service and/or the Teleworker Broadband Service a charge of £1.49 + VAT will be charged for each gigabyte or part thereof, of Usage over and above the Monthly Usage Allowance, or £5.10 + VAT for 5GB or part thereof, of Usage over and above the Monthly Usage Allowance.

6.2 For customers who have selected a free set-up and Equipment package (available as an offer on certain products from time to time), no Fees shall be payable for the set-up of the Service or for the Equipment, however cancellation by You of the Service before the end of the Fixed Period will result in a cancellation fee of £40.00 +VAT (£47 inc. VAT). For the avoidance of doubt, the title in the Equipment shall remain vested with Us during the Fixed Period and You shall return the Equipment to Us, at Your cost and expense, in the event of Your cancellation during the Fixed Period. If You fail to return the Equipment within 5 working days from the date of expiry of the notice of cancellation of the Service, You shall incur a charge of £25.99 (inc. VAT) if You were supplied with a free modem or a charge of £51 (exc. VAT) if You were supplied with a free router

6.3 For customers who have selected the home/office move package no Fees shall be payable for the move of the Service, however cancellation by You of the Service before the end of the period of 12 months from the Move Date will result in a cancellation fee of £47.00 including VAT. For the avoidance of doubt, clause 2 of this Part B of the Agreement will apply to each home/office move and that We may have the right to terminate this Agreement as a result of Your home/office move, as set out in clause 2.3.1. However, you acknowledge that We will not supply any new Equipment to You and that You will need to install the Equipment at the new Premises. For the avoidance of doubt, the title in the Equipment shall remain vested with Us during the Fixed Period (even if You request a home/office move during the Fixed Period and Your Move Date is prior to the expiry of the Fixed Period) and You shall return the Equipment to Us, at Your cost and expense, in the event of cancellation of this Agreement prior to the expiry of the Fixed Period, arising as a result of a home/office move. If You fail to return the Equipment within 5 working days from the date of expiry of the notice of cancellation of the Service, You shall incur a charge of £25.99 (inc. VAT) if You were supplied with a free modem or a charge of £51 (exc. VAT) if You were supplied with a free router.

7 TERM AND TERMINATION

7.1 We may terminate this Agreement immediately upon written notice to You if (for whatever reason):

7.1.1 it becomes unlawful for Us or the Carrier to continue to provide or support the Service; or

7.1.2 the Carrier supporting the Service ceases to do so for whatever reason or changes the terms in respect of the provision of telecommunications services to Us for the Service for reasons beyond our reasonable control.

8 FURTHER OBLIGATIONS

8.1 You shall obtain at Your expense all permissions, licences, registrations and approvals necessary for, or considered desirable by Us to deliver, install and maintain the Equipment or to provide the Services.

9. SUMMER SALE PROMOTION TERMS

9.1 In addition to the provisions of this Part B, the following terms and conditions shall apply if You request Us to supply Services benefiting from the Summer Promotion. These Summer Promotion terms shall take precedence in the event of any conflict with the provisions of Part B.

9.2 During the Summer Promotion period, We will supply certain of Our Services to You at a reduced Fee for a limited time, as detailed on Our Web Site (the “Offer Period”). Following the expiry of the Offer Period, the Fees shall revert to Our standard monthly charge as detailed on Our Web Site.

9.3 The provision of the Services shall be subject to You entering into a contract with Us for a Fixed Period. The Services shall include a free set-up and Equipment package. As such, cancellation by You of the Service before the end of the Fixed Period will result in a cancellation fee of £40.00 +VAT (£47 inc. VAT). For the avoidance of doubt, the title in the Equipment shall remain vested with Us during the Fixed Period and You shall return the Equipment to Us, at Your cost and expense, in the event of Your cancellation during the Fixed Period. If You fail to return the Equipment within 5 working days from the date of expiry of the notice of cancellation of the Service, You shall incur a charge of £25.99 (inc. VAT) if You were supplied with a free modem or a charge of £51 (exc. VAT) if You were supplied with a free router.