OCTAPLUS TERMS AND CONDITIONS

Please take the time to read these terms and conditions. They provide important information about the Services that we will provide to you and set out the basis upon which the Services will be provided. If you have any questions regarding these terms and conditions, please contact us using the following contact details:

Octaplus Networks Limited, a company registered in England and Wales with company number 13985026

Address: Octaplus Networks Limited, Kemp House, 152 ‚Äď 160 City Road, London, United Kingdom, EC1V 2NX.

Email: info@octaplus.co.uk

Phone: 0333 772 9009

Where the Octaplus contact details change, these will be updated on the Octaplus website at www.octaplus.co.uk.

CONTENTS

  1. The Basics
  2. The Ordering Process
  3. The Installation Process
  4. The Contract
  5. The Cost
  6. The Services
  7. Security
  8. Restrictions on Use
  9. Ending the Contract
  10. Exclusions to Liability
  11. Octaplus’ Liability
  12. Changes to the Contract
  13. Indemnity
  14. Force Majeure
  15. Third Party Rights
  16. Privacy
  17. Complaints
  18. Law and Jurisdiction
  19. Severance

 

  1. The Basics

1.1¬†¬†¬†¬†¬†¬† We are Octaplus Networks Ltd (Octaplus) and we are an independent Internet Services Provider. We are a limited company whose registered office address is Kemp House, 152 ‚Äď 160 City Road, London, United Kingdom, EC1V 2NX. Our company number is 13985026.

1.2       Octaplus provides internet access packages, television packages and Voice Over Internet Protocol (VOIP) telephone lines as well as mixed bundles of the aforementioned packages to domestic Customers and business Customers. Full details of the Services provided by Octaplus can be found on the Octaplus website, www.octaplus.co.uk.

1.2       These Terms and Conditions (T&Cs) set out the legal relationship between Octaplus and the Customer and are the basis upon which Octaplus will provide the service and associated equipment to the Customer.

1.3¬†¬†¬†¬†¬†¬† The Customer accepts the T&Cs upon ticking the ‚ÄúI accept the Terms & Conditions‚ÄĚ box on the Octaplus‚Äô website when completing the Customer Application Form. Where it is not possible for the order process to be completed online, the T&Cs will be provided to the Customer and the Customer accepts the T&Cs when requesting that Octaplus provide the Services. By accepting the T&Cs, the Customer also agreed to any document referred to in them.

1.4       Nothing in these T&Cs affects the Customer’ Consumer Law Rights.

1.5       In these T&Cs, unless the context states, or requires otherwise, the following meanings apply:

Consequential Loss ‚Äď includes any consequential loss, indirect loss, real or anticipated loss of profit, loss of benefit, loss of revenue, loss of business, loss of goodwill, loss of opportunity, loss of savings, loss of reputation, loss of use and/or loss or corruption of data, whether under statute, contract, equity, tort (including negligence), indemnity or otherwise. The Parties acknowledge and agree that the Customer‚Äôs obligation to pay Octaplus the Monthly Payment Amount under this Contract will not constitute ‚ÄúConsequential Loss‚ÄĚ for the purposes of this definition.

Content ‚Äď means data, information, video, graphics, sound, music, photographs and any other material (in any form) which may be made available to the Customer via the internet through the provision of the Services.

Contract ‚Äď means the agreement between Octaplus and the Customer and incorporates these T&Cs, the information given on the Customer Application Form and the inclusions in the Package the Customer has selected.

Customer Application Form ‚Äď means the online registration form available on the Octaplus website (also available in hard copy by requesting this from Octaplus).

Consumer Law Rights ‚Äď means any rights a Customer may have under the Consumer Rights Act 2015, the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 and any other applicable consumer laws.

Customer ‚Äď means the person or business that enters into the Contract with Octaplus for the provision of the Services, as set out on the Customer Application Form.

Devices ‚Äď means equipment used by the Customer to view the internet, such as computers, mobile phones, tablets etc.

Force Majeure Event  means any event or circumstance which is beyond a Party’s reasonable control including but not limited to, acts of God including fire, hurricane, typhoon, earthquake, landslide, tsunami, mudslide or other catastrophic natural disaster, civil riot, civil rebellion, revolution, terrorism, insurrection, militarily usurped power, act of sabotage, act of a public enemy, war (whether declared or not) or other like hostilities, ionising radiation, contamination by radioactivity, nuclear, chemical or biological contamination, any widespread illness, quarantine or government sanctioned ordinance or shutdown, pandemic (including COVID-19 and any variations or mutations to this disease or illness) or epidemic.

Installation Address ‚Äď means the address to which the Services are provided.

Installation Fee ‚Äď means the installation fee set out in the Customer Application Form.

Installation Process ‚Äď means the process and time taken to install the Octaplus Owned Equipment required for the provision of the Services.

Liability ‚Äď means any expense, cost, liability, loss, damage, claim, notice, entitlement, investigation, demand, proceeding or judgment (whether under statute, contract, equity, tort (including negligence), misrepresentation, restitution, indemnity or otherwise), howsoever arising, whether direct or indirect and/or whether present, unascertained, future or contingent and whether involving a third party or a Party to this Contract or otherwise.

Minimum Contract Period ‚Äď means the minimum time period for this length of this Contract, subject to the terms of this Contract.

Monthly Payment Amount ‚Äď means the amount payable to Octaplus by the Customer on a monthly basis for the Package selected by the Customer. Full details of the Packages and the associated costs can be found on the Octaplus website (www.Octaplusinternet.co.uk), and will be detailed in the Customer Application Form.

Package ‚Äď means the Services package selected by the Customer. The different packages which are available and the associated costs can be found on the Octaplus websitewww.octaplus.co.uk The Customer will select the Package that most suits its needs before the Services commence and this will be set out in the Customer Application Form.

Party or Parties ‚Äď means either the Customer or Octaplus, or both of them together.

Payment Date ‚Äď means the date upon which the Monthly Payment Amount is due to Octaplus from the Customer, as specified in clause 5.2.

Service / Services ‚Äď means the provision of internet access and/or VOIP¬† telephone lines by Octaplus to the Customer, as detailed in the Customer‚Äôs selected Package.

Octaplus Owned Equipment ‚Äď means any equipment provided to the Customer to facilitate the provision of the Services which remains the property of Octaplus. Where the Customer has purchased the equipment, this ceases to be Octaplus Owned Equipment. The terms and conditions for purchasing equipment from Octaplus are set out on the Octaplus website at the time of purchase.

Personnel means, in respect of Octaplus, any of its employees, consultants, suppliers, subcontractors or agents.

Survey ‚Äď means a site visit by Octaplus or its Personnel to the Customer‚Äôs property to ascertain the technical needs to allow the provision of the Service.

The Ordering Process

2.1       To enter into the Contract with Octaplus for the provision of the Services, the Customer must be:

2.1.1    18 years, or over;

2.1.2    a resident of the United Kingdom; and

2.1.3    the occupier of the Installation Address.

2.2       In order to request the Services, the Customer must fully complete the Customer Application Form on the Octaplus website. Alternatively, where the Customer is unable to request the Services in this way, alternative methods can be made available to the Customer by Octaplus. The Customer must make clear if the provision of the Services is for domestic or business use during the ordering process.

2.3       The Customer agrees that all information it provides during the ordering process and throughout the Customer’s dealings with Octaplus will be accurate and true.

2.4       Upon receipt of the request for Services from the Customer, Octaplus will consider the request and contact the Customer to confirm if it considers that it is able to provide the Services to the Customer. Generally Octaplus will be able to provide the Services if the Customer lives in an area which Octaplus provides coverage. Upon Octaplus’ confirmation, a binding Contract will form for the supply of the Services.

The Installation Process

3.1       Prior to commencement of the Service, it is necessary for various Octaplus Owned Equipment to be fitted at the Installation Address, usually a discreet powered antenna on the outside of the Installation Address and a wifi router and wired connections inside the Installation Address.

3.2       Prior to installation, Octaplus will conduct a Survey at the Installation Address. The purpose of the Survey is to establish if the installation of the necessary equipment will be a standard or non-standard installation. Non-standard installations are affected by a number of different factors, depending on which Package Octaplus is providing, and include how far the Installation Address is from the fibre termination box. Non-standard installations may incur additional fees. A person who is over 18 years and authorised to make decisions on behalf of the Customer must be present when Octaplus conducts the Survey and installs the Octaplus Owned Equipment.

3.3       In the event that it is determined that the installation will be a standard installation, this carries a fixed installation fee which is stated on the Customer Application Form, payable by the Customer to Octaplus in advance of the installation (unless otherwise agreed between the Customer and Octaplus). For the avoidance of doubt, Octaplus will not commence installation until the installation fee has been paid in full. Subject to the Customer’s Consumer Law Rights, the standard installation fee is non-refundable.

3.4       In the event that it is determined by Octaplus that the installation will be a non-standard installation, Octaplus will provide details of the cost of the non-standard installation, which is payable by the Customer in advance of installation (unless otherwise agreed by Octaplus) if the Customer wishes to proceed. For the avoidance of doubt, Octaplus will not commence installation until the Installation Fee has been paid in full. Subject to the Customer’s Consumer Law Rights, the non-standard Installation Fee is non-refundable.

3.5         The Customer agrees to provide access to the Installation Address and any facilities at the premises, at the time agreed between the Parties and as is reasonably necessary, for Octaplus to provide the Services, free from harm or risk to health or safety.

3.6         The Customer agrees that title in the Octaplus Owned Equipment remains with Octaplus at all times, and that risk in the Octaplus Owned Equipment will pass to the Customer at the time of installation of the Octaplus Owned Equipment, and remain with the Customer until the Octaplus Owned Equipment is returned to Octaplus in accordance with this Contract.

3.7       The Customer is required to take good care of the Octaplus Owned Equipment and keep it in the original condition Octaplus gave the Octaplus Owned Equipment to the Customer in, subject to fair wear and tear. Where the Octaplus Owned Equipment is damaged, stolen, or Octaplus otherwise suffers loss in connection with the Octaplus Owned Equipment as a result of the Customers acts or omissions, Octaplus may charge the Customer for repair or replacement of the Octaplus Owned Equipment.

The Contract

4.1       The provision of the Services commences when the following conditions have been met (and will therefore usually be the date when condition 4.1.4 has been completed):

4.1.1    The Customer has completed the Customer Application Form and selected the Package that they require; and

4.1.2    The Customer has set up a direct debit via one of Octaplus’ third party payment processors; and

4.1.3    The Survey and Installation Process have been completed and the Installation fee has been paid by the Customer; and

4.1.4    The Service has been connected and configured by Octaplus or its Personnel.

4.2       The Contract then operates for the Minimum Contract Period and can be ended as detailed at clause 9. Following the Minimum Contract Period, this Contract will automatically continue for 30 day periods, until it is terminated in accordance with its terms.

4.3¬†¬†¬†¬†¬†¬† If the Customer is a consumer ‚Äď i.e. a domestic Customer who is not receiving the Services, the Customer has a right to cancel the contract within 14 days of commencement of the Contract for any reason (‚Äúthe cooling off period‚ÄĚ). Octaplus will not commence the provision of the Services during the cooling off period unless the Customer requests Octaplus to do so. The Customer acknowledges and agrees, if it instructs Octaplus to provide the relevant Services within this cooling off period, this will be taken to be an express request by the Customer, and the Customer will lose their right to cancel the Services if they have been performed in full. If Octaplus has already started providing the Services, the Customer will still have to pay Octaplus the full costs of the Services that the Customer has received up to cancellation (including any Installation Fees and the Monthly Payment Amount on a pro rata basis). Clause 9.11 also applies in these circumstances in respect of the retrieval of Octaplus Owned Equipment (if it has already been supplied). To exercise a right to cancel, the Customer must either contact us using the contact details at the beginning of these T&Cs, or use the cancellation form at Attachment 1 to these T&Cs.

The Cost

5.1       The Customer agrees to pay the Monthly Payment Amount on the Payment Date each month.  The Monthly Payment Amount is payable to Octaplus by the Customer monthly in arrears.

5.2       The first Payment Date commences on the second of the calendar month after the Service has been connected and configured, with subsequent monthly Payment Dates falling due on the second day of each month thereafter, unless otherwise agreed with Octaplus.

The Services

6.1       The Services provided by Octaplus allow the Customer to access the internet and where applicable, have a VOIP telephone line. The Services are solely for the Customer and their household (in the case of a domestic Customer), or solely for the use of the Customer and their employees at the Installation Address (in the case of a business Customer). In the event that the Customer takes the Services as a domestic Customer, the Services must not be used for business.

6.2       Octaplus also provides Octaplus Owned Equipment to allow the Customer to access the internet. The Customer is responsible for how they use the equipment and the Services.

6.3       The Customer is responsible for providing their own Devices to view Contents.

6.4       Octaplus will provide the Services to the Customer with reasonable skill and care, in accordance with the Contract and all applicable laws and will make all reasonable effort to ensure that the Customer’s bandwidth is accurate relative to the Package selected by the Customer. However, due to the nature of the Services and equipment used to provide it, Octaplus can’t guarantee that it will be available all the time.

6.5       Where faults occur, Octaplus will correct reported faults with Octaplus Owned Equipment and/or the Services as soon as it reasonably can. Where a fault develops, the Customer must advise Octaplus as soon as possible using contact details at the beginning of these T&Cs.

6.6¬†¬†¬†¬†¬†¬† Where a fault with the Octaplus network results in a ‚Äúcomplete failure of the Services‚ÄĚ and Octaplus are unable to repair the fault within 3 week days (Monday ‚Äď Friday) from the date that the fault is reported by the Customer, the Customer‚Äôs account will be credited for each day that the Service is unavailable, subject to clause 6.8. The cost of each days‚Äô Service will be calculated as follows: Monthly Payment Amount multiplied by 12, divided by 365. A ‚Äúcomplete failure of the Services‚ÄĚ means an uninterrupted inability of the Customer to access the internet and (where applicable) make VOIP calls using the Octaplus network. Where the fault is reported by the Customer after 5pm, or on a weekend, or Bank Holiday, the fault will be classed as reported at 9am on the next week day.

6.7       Where a fault occurs, Octaplus will repair, or replace any faulty Octaplus Owned Equipment at no cost to the Customer, unless clause 6.8 applies.

6.8       If a fault occurs due to the Customer’s misuse of the Octaplus Owned Equipment and/or the Customer’s negligence, no refund and/or credit will be given to the Customer in respect of the resulting downtime and/or disturbances to the Service and Octaplus may make the following charges to the Customer:

6.8.1    reasonable costs of repair and/or replacement of the Octaplus Owned Equipment and/or any other remedial work required as a result of the Customer’s actions; and

6.8.2    a reconnection fee of £60.00

6.9       Octaplus may temporarily suspend the Service in the case of an emergency, or for operational reasons, maintenance or improvements. Where suspension of the service is necessary, where practicable, Octaplus will give as much notice to the Customer as is possible in the circumstances.

6.10     Octaplus may from time to time, vary the technical specification of the Service, or alter any code or number associated with the Service. Octaplus will give the Customer as much notice of any such changes as is reasonably practicable, where such changes can affect the Customer’s Service.

6.11     The Services provided by Octaplus allow the Customer to access the internet. The internet is separate to the Services and use of the internet is at the Customer’s own risk and is subject to any applicable laws. Octaplus does take responsibility for any goods, services, information, photographs, media content, software or any other materials and/or content uploaded, downloaded or otherwise obtained or viewed by the Customer via the internet.

6.12     The Customer is only permitted to use Octaplus Owned Equipment to connect to the Octaplus network.

6.13     All content and/or any other material which is provided to the Customer during the provision of the Services is for the Customer’s own use and the Customer must not copy, change or publish the material or supply it to any other person for any purpose, unless the Customer has first obtained express written consent from Octaplus.

6.14     Octaplus and its suppliers own all intellectual property rights associated with the provision of the Services and none of these rights are transferred to the Customer by their use of the Service.

6.15      In the case of faults or problems with television packages or bundles including a television package, Octaplus will resolve any faults or problems as far as it is reasonably able, however if the fault is such that resolution is required by a third party or a supplier to Octaplus, Octaplus is not liable for any delay in such resolution.

6.16       Each Package Octaplus offers has different average wire speeds. There is more information on wire speeds on the Octaplus website www.octaplus.co.uk/price-book.

6.17       In the event that the Customer moves house and wishes to transfer the Contract to a new address, the Customer is encouraged to contact Octaplus as soon as possible to discuss whether it is possible to transfer the Contract to the new premises, and any applicable fees for doing so. If the Customer does not wish to transfer the Contract or it is not possible to transfer it (for example, the Services are not compatible with the new premises), then the Customer may terminate this Contract in accordance with clause 9.

Security

7.1¬†¬†¬†¬†¬†¬† In order to access the Services, the Customer will be issued with a set of unique passwords and usernames (collectively known as ‚ÄúSecurity Information‚ÄĚ). The Customer must keep the Security Information safe and not share it with anyone.

7.2       The Customer must inform Octaplus as soon as reasonably practicable if they suspect that there is/has been a security breach and/or that their security information has become compromised.

7.3       If the Customer fails to keep the Security Information safe and/or fails to inform Octaplus of a security breach within a reasonable period of time, the Customer is liable for the any Liability suffered by Octaplus and/or any reasonable costs incurred by Octaplus in remedying any issues caused by the security breach, except to the extent the security breach was caused by Octaplus. Without limiting the Customer’s Consumer Law Rights, no refund and/or credit will be given to the Customer in respect of any resulting downtime and/or disturbances to the Service where caused by a Customer’s security breach.

7.4¬†¬†¬†¬†¬†¬† The Customer acknowledges and accepts that sharing the Security Information and/or any other security breaches may adversely affect the speed of their connection and may result in their connection being ‚Äúbumped off‚ÄĚ if another user accesses the internet using their Security Information.

7.5       In the event that Octaplus has reason to believe that there is/has been a breach of security and/or suspects that the Services are being misused, Octaplus may suspend the Customer’s Services and/or change the Customer’s Security Information.

7.6       The Customer must notify Octaplus immediately of any changes in the Customer’s details, including but not limited to, address and contact information and where relevant, bank details.

7.7       Whilst Octaplus provides firewall services as part of the Service, the Customer acknowledges that this will not be sufficient to adequately protect the Customer’s devices from malware, viruses and/or any other malicious software which the Customer can become exposed to when accessing the Internet. The Customer therefore, accepts that they should install reputable and robust anti-virus software on their devices and should ensure that this is kept updated and upgraded where necessary. The Customer accepts that Octaplus is not liable for any losses however so arising occasioned by the Customer’s access to and use of the internet. The Customer also acknowledges that it is their responsibility to back-up copies of documents, photographs etc to prevent the originals being lost in the event that the Customer’s Device becomes corrupted or otherwise compromised.

7.8       If Octaplus believes that any of the Customer’s Devices have been infected by malware, such as a computer virus, or have tried to gain access to a website which may include malicious material, Octaplus may take action, such as putting software on its network to prevent the spread of the malware or prevent the Customer’s devices from going onto the malicious website. This does not however, in any way limit, exclude or replace the Customer’s responsibility for their use of the Services as set out within these T&Cs.

Restrictions on Use

8.1       The Customer must use the Service lawfully and must not use it in any way which breaks any law, regulation, license, code of practice or rule in force at any relevant time.

8.2         The Customer agrees to comply with the terms of the Octaplus Acceptable Use Policy.

– www.octaplus.co.uk/acceptable-use-policy

8.2       The Customer must not use the Service in any way which might detrimentally affect any of the following:

8.2.1    Octaplus’ systems, networks or servers.

8.2.2    Octaplus’ security.

8.2.3    Octaplus’ business, brand, or reputation.

8.2.4    Octaplus Owned Equipment.

8.2.5    Octaplus’ other customers’ services, equipment or security.

8.2.6    Anyone else’s business, systems, networks, servers, security, business, brand, reputation, equipment.

8.3       The Customer must not use the Service to send or receive any material which is offensive, abusive, indecent, defamatory, obscene, menacing, or in breach of copyright, confidence, privacy or any other rights.

8.4       The Customer must not use the Service to send or provide any unsolicited advertising or promotional material or to knowingly receive responses to any unsolicited advertising or promotional material sent or provided by the Customer to another party.

8.5       The Customer must immediately inform Octaplus if any third party makes or threatens to make a claim, or issue legal proceedings relating to the Customer’s use of the Service.

8.6       The Services are provided for the sole use of the Customer.  The Customer may not re-sell, or attempt to re-sell the Service (or any part thereof).

Ending the Contract

Termination for Convenience

9.1       In the case of any Contract which has been agreed between Octaplus and the Customer which provides for a Minimum Contract Term, at any time after the minimum term has come to an end, the Contract can be ended by the Customer or by Octaplus by giving 30 days’ notice to the other party (unless Octaplus are terminating the contract under clause 9.6 below). The Contract and Services will end 30 days after such notice is given.

9.2 Subject to the Customer’s payment of an exit fee (as set out in the Octaplus Customer Application Form), the Customer may terminate this Contract prior to the end of the Minimum Contract Term, by providing Octaplus with at least 30 days’ notice. The Customer agrees that this is a genuine pre-estimate of the loss Octaplus has suffered as a result of the early termination.

9.3       The Customer must provide notice to Octaplus using the details at the beginning of these T&Cs.

9.4       Octaplus must provide notice to the Customer using the postal address, or email address held for the Customer.

Ending the Services before they Commence

9.5         Octaplus may end the Contract after Octaplus receives a Customer’s Application Order Form or even after Octaplus sends the Customer their order confirmation, but before Octaplus connects the Customer to the Service:

9.5.1      if the Customer fails a credit check, or the bank, debit or credit card details the Customer gave Octaplus are invalid and/or incorrect, or there are charges the Customer need to pay to Octaplus before Octaplus connects the Customer to the Services but the Customer has not paid these on time; or

9.5.2      if Octaplus cannot provide the Service to the Installation Address by the expected connection date for any reason.

 

Suspension or Termination for Breach

9.6         In the event that the Customer breaches any of the T&Cs herein, or Octaplus has reasonable cause to believe that the Customer is breaching, or has breached the T&Cs herein, including where the Customer does not pay Octaplus the Monthly Payment Amount by the Payment Date or the Customer misuses the Service, Octaplus may, at its absolute discretion, immediately suspend the Services and/or end the Contract.

9.7       In the event that the Service is suspended by Octaplus in accordance with clause 9.6 above, the Service will remain suspended until Octaplus is satisfied that the breach has ended and that the Customer will not commit further breaches of the T&Cs.

9.8         Octaplus may immediately end the Contract where Octaplus needs to comply with an order, instruction or request of government, an emergency services organisation or other authority that Octaplus are required to obey and/or where either Octaplus’ legal authority to operate as a public communications provider is suspended for any reason or Octaplus think it’s necessary for security, technical or operational reasons.

9.9         In the event that Octaplus breaches a material term of this Contract and that breach has not been remedied within 30 days of being notified by the Customer of the breach, then this Contract will terminate immediately.

9.10       Any delay by Octaplus in acting upon a breach of the T&Cs by the Customer will not represent a waiver of the breach, unless Octaplus confirms such in writing.

9.11      Any bills not paid from the start of service within 15 days will be a direct breach of contract and the services will be suspended until full payment has been received or any other arrangement made with Octaplus directly.

Effect of Termination

9.11       On termination or expiry of this Contract:

9.11.1 Octaplus will immediately cease providing the Services;

9.11.2 to the maximum extent permitted by law, Customer agrees that any payments made by the Customer to Octaplus are not refundable to the Customer;

9.11.3 Customer is to pay for all Services provided prior to termination, including Services which have been provided and have not yet been invoiced to the Customer, and all other amounts due and payable under the Contract;

9.11.4 where this Contract is terminated by Octaplus pursuant to clause 9.6 or 9.9, the Customer agrees to pay the Monthly Payment Amount for the remainder of the current billing period; and

9.11.5 the Customer will be provided with notice of when Octaplus will attend the Installation Address to collect all Octaplus Owned Equipment or send a return label where the customer needs to drop the equipment to the nearest location as address by Octaplus. The Customer must arrange for someone who is over 18 to be present if the equipment is being collected. Where the date provided by Octaplus is inconvenient to the Customer, the Customer must contact Octaplus to arrange a mutually convenient date.

9.12     Where Octaplus have made reasonable efforts to collect the Octaplus Owned Equipment but have been unable to do this for any reason including (but not limited to):

9.12.1  the Customer not been present at the Installation Address on a pre-notified date; and/or

9.12.2  the Customer failing to contact Octaplus upon request to arrange a mutually convenient date for collection; and/or

9.12.3  the Octaplus Owned Equipment no longer being available,

the Customer agrees to pay Octaplus for the Octaplus Owned Equipment as a debt due and immediately payable. The debt due is GBP150 (router); GBP250 (NETGEM TV-Box), GBP350 (NETGEM SOUNDBAR)

9.13     Where the Customer is hosting Octaplus Owned Equipment to enable onward signal transmission on behalf of Octaplus, whilst the Customer can end the Contract in respect of the Services as set out above, equipment will be hosted under a separate agreement, which will contain separate provisions as to termination. Such provisions will be made available to the Customer before they enter into a hosting agreement.

9.14       Octaplus will retain the Customer’s documents (including copies) as required by law or regulatory requirements. The Customer’s express or implied agreement to these T&Cs constitutes the Customer’s authority for Octaplus to retain or destroy documents in accordance with the statutory periods, or on expiry or termination of the Contract.

9.15       Termination of the Contract will not affect any rights or liabilities that a party has accrued under it.

9.16       This clause 9 will survive the termination or expiry of the Contract.

Exclusions to Liability

10.1       Despite anything to the contrary but subject to a Customer’s Consumer Law Rights, to the maximum extent permitted by law, Octaplus will not be liable for, and the Customer waives and releases Octaplus from and against, any Liability caused or contributed to by, arising from or connected with:

10.1.1 any interruptions or downtime to the Services as a result of any scheduled or emergency maintenance or main server issues or trunk line issues;

10.1.2 the Customer’s Devices;

10.1.3 any works, services, goods, materials or items which do not form part of the Services, as expressed in this Contract, or which have not been provided by Octaplus;

10.1.4 any event outside of Octaplus’ reasonable control (including a Force Majeure Event), and a fault, defect, main server faults, error or omission in the Customer’s Device;

10.1.5 any information or Content the Customer access via the Services; and

10.1.6 any failure of safety, security or other alarm systems due to incompatibility with the Service, or a temporary failure of the Service.

 

Octaplus’ Liability

11.1       Neither Party may benefit from the limitations and exclusions set out in this clause 11 in respect of any liability arising from its deliberate default.

11.2       The restrictions on liability in this clause 11 apply to every liability arising under or in connection with this Contract including liability in statute, contract, equity, tort (including negligence), misrepresentation, restitution, indemnity or otherwise.

11.3       Nothing in this Contract limits any Liability which cannot legally be limited, including Liability for:

11.3.1 death or personal injury caused by negligence;

11.3.2 fraud or fraudulent misrepresentation;

11.3.3 breach of the terms implied by section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession); and

11.3.4 defective products under the Consumer Protection Act 1987.

11.4       Subject to clauses 11.1 (no limitation in respect of deliberate default), and 11.3 (liability which cannot legally be limited), but despite anything else to the contrary, to the maximum extent permitted by law:

11.4.1 where the Customer uses the Services as a consumer, (a) Octaplus only supply the Services for domestic and private use. If the Customer uses the Services for any commercial, business or re-sale purpose Octaplus will have no liability to the Customer for liability involving any loss of profit, loss of business, business interruption, or loss of business opportunity; and (b) if either Party fails to comply with this Contract, neither Party will be responsible for any losses that the other Party suffers as a result, except for those losses which are a foreseeable consequence of the failure to comply with this Contract;

11.4.2 where the Customer uses the Services as a business, neither Party will be liable for any Consequential Loss;

11.4.3 a Party’s liability for any Liability under this Contract will be reduced proportionately to the extent the relevant Liability was caused or contributed to by the acts or omissions of the other Party (or any of its Personnel), including any failure by that other Party to mitigate its loss; and

11.4.4 Octaplus’ aggregate liability for any Liability arising from or in connection with this Contract will be limited to Octaplus repaying the Customer the amount of the Monthly Payment Amount paid by the Customer to Octaplus will not exceed 100% of the total Monthly Payment Amount paid by the Customer to Octaplus in the first 12 months of the Contract.

11.5       Octaplus has given commitments as to the compliance of the Services with this Contract and applicable laws in clause 6. In view of these commitments, the terms implied by sections 3, 4 and 5 of the Supply of Goods and Services Act 1982 are, to the maximum extent permitted by law, excluded from this Contract.

11.6       This clause 11 will survive the termination or expiry of this Agreement.

Changes to the Contract

12.1     Octaplus may change the T&Cs which govern the Contract with the Customer at any time by giving 30 days’ notice to the Customer. This can include changes to the Monthly Payment Amount. If the Customer is in their Minimum Contract Period, the changes will come into effect when the Contract renews. If the Customer is not in their Minimum Contract Period, the changes will come into effect after 30 days. If the Customer does not agree with the changes, they may terminate this Contract in accordance with clause 9.

12.3     Octaplus may make minor changes to the Services and a Customer’s Package to reflect changes in relevant laws and regulatory requirements; and to implement minor technical adjustments, improvements, and to keep up-to-date with technological advancements. These changes will not substantially affect the Customer’s use of the Services. Octaplus will try to avoid making any significant changes to the Services which are likely to materially disadvantage the Customer’s use of the Services. However, where Octaplus intends to make a change to the Services which may materially disadvantage a Customer’s use of the Services, Octaplus will notify the Customer in advance of making any changes, and if the Customer is not happy with the changes, and can prove they will have materially detrimental effect on them, then the Customer may contact Octaplus to cancel this Contract and receive a refund for any unused part of the Services (if applicable) before the changes take effect.

12.4     The Customer may not transfer its rights and/or obligations under this Contract to another party unless Octaplus has given its explicit consent in writing.

Indemnity

13.1       Despite anything to the contrary, to the maximum extent permitted by law, the Customer is liable for, and agrees to indemnify Octaplus and hold Octaplus harmless in respect of, any Liability that Octaplus may suffer, incur or otherwise become liable for, arising from or in connection with:

13.1.1     Any claims or legal proceedings which are threatened and/or brought by, or against Octaplus by another person in respect of defamation, breach of contract, fraud, breach of copyright or intellectual property which are attributable to the Customer’s use of the Service

13.1.2     If the Customer uses the Service for business purposes, the customer misusing the Services in any way described in the T&Cs, any costs and expenses incurred for the purpose of remedying any breach by the Customer of the T&Cs, including (but not limited to) costs and expenses incurred for debt recovery and/or legal proceedings, and any claims or legal proceedings which are brought or threatened against Octaplus by another person because the Service is faulty, or cannot be used by them.

Force Majeure

14.1       Neither Party will be liable for any delay or failure to perform their perspective obligations under this Contract if such delay or failure is caused or contributed to by a Force Majeure Event, provided that the Party seeking to rely on the benefit of this clause:

14.1.1 as soon as reasonably practical, notifies the other Party in writing of the details of the Force Majeure Event, and the extent to which it is unable to perform its obligations; and

14.1.2 uses reasonable endeavours to minimise the duration and adverse consequences of the Force Majeure Event.

14.2 Where the Force Majeure Event prevents a Party from performing a material obligation under this Contract for a period in excess of 60 days, then the other Party may, by notice, terminate this Contract, which will be effective immediately, unless otherwise stated in the notice. This clause will not apply to a Party’s obligation to pay any amount that is due and payable to the other Party under this Contract.

Third Party Rights

15.1     A person who is not a party to this contract has no rights under The Contracts (Rights of Third Parties) Act 1999 to enforce any term of this Contract but this does not affect any right or remedy of a third party which exists or is available outside of that act.

Privacy

16.1       Octaplus handles its Customer’s personal data in accordance with the Data Protection Act 2018, and any other applicable data protection laws. For more details on Octaplus’ privacy practices, please see its privacy policy on the Octaplus website.

Complaints

17.1     Octaplus aims to resolve any complaints fully, fairly and within a reasonable timeframe.

17.2     If the Customer is unhappy with the Services and wishes to raise a complaint, this may be done using the contact details at the beginning of these Ts and Cs. Otherwise, our Complaints Code of Practice www.octaplus.co.uk/customer-complaints-policy provides more details on how a Customer can make a complaint, and how a Customer may escalate a complaint that is not resolved to their satisfaction.

17.3     Upon receipt of a complaint from a Customer, Octaplus will investigate the issues and send a response to the Customer addressing the points raised and where appropriate, setting out proposals for resolution.

Law and Jurisdiction

18.1     This Contract is governed by the laws of England and Wales and Octaplus and the Customer submit to the exclusive jurisdiction of the Courts of England and Wales.

Severance

19.1       If a provision of this Contract is held to be void, invalid, illegal or unenforceable, that provision is to be read down as narrowly as necessary to allow it to be valid or enforceable, failing which, that provision (or that part of that provision) will be severed from this Contract without affecting the validity or enforceability of the remainder of that provision or the other provisions in this Contract. If any provision or part-provision of this Contract is deemed deleted under this clause 20.1, the Parties will negotiate in good faith to agree a replacement provision that, to the greatest extent possible, achieves the intended commercial result of the original provision.

 

 

Attachment 1 ‚Äď Model Cancellation Form

(Complete and return this form only if you wish to withdraw from the contract)

To [TRADER’S NAME, ADDRESS, TELEPHONE NUMBER AND, WHERE AVAILABLE, FAX NUMBER AND E-MAIL ADDRESS TO BE INSERTED BY THE TRADER]

I/We [*] hereby give notice that I/We [*] cancel my/our [*] contract of sale of the following goods [*]/for the supply of the following service [*],

Ordered on [*]/received on [*],

Name of consumer(s),

Address of consumer(s),

Signature of consumer(s) (only if this form is notified on paper),