Terms and Conditions
- Definitions and Interpretation
“Acceptable Use Policy or AUP” means the instructions given by Avanti from time to time relating to use of the Service (on paper, the Avanti Website or on such other website as may referred to);
“Avanti” means any group company of Avanti Communications Group plc from time to time;
“Avanti System” means all equipment, Software and processes owned by Avanti or Third Parties that Avanti uses to deliver the Service;
“Avanti Website” means www.avantiplc.com or such other address as is notified to You from time to time. For the purposes of these Terms and Conditions any website or web page referred to or accessed via link from the Avanti Website shall be deemed incorporated into the Avanti Website;
“Business Day” means a day (other than a Saturday or Sunday) on which banks are open for general business in England and Wales;
“Business Hours” means 8:30AM – 5:30PM on Business Days;
“Charges” means any charges applied by Avanti to You in relation to the supply of the Service;
“Communication Service” means any service offering communications facilities designed to enable a person to communicate with others, including without limitation e-mail services, forums and communities;
“Connection Charge” means the charge payable for installation and connection of the Equipment and Services specified in the Direct Satellite Broadband Order Form or as otherwise agreed in writing (and in either case whether referred to as “Connection Charge” or otherwise);
“Direct Satellite Broadband Order Form” means the Direct Satellite Broadband Order Form or forms provided by Avanti in paper or world wide web format completed by the Customer for provision of the Service requirements and includes but is not limited to a Direct Satellite Broadband Service Order Form, a site survey form and an installation survey form. The Direct Satellite Broadband Order Form refers amongst others to the Service Charges payable by You;
“Customer” means the entity described in Section A of the Direct Satellite Broadband Order Form also referred to as You in these Terms and Conditions;
“Equipment” means the satellite system, as defined from time to time by Avanti installed on Site by Avanti for provision of the Service;
“Equipment Cost” means a cost applied by Avanti for the Equipment;
“Extended Business Hours” means 8AM – 8PM on Business Days.
“Fault” means the customer having no end to end IP connectivity between the Internet and the Equipment;
“Internet” is the publicly available worldwide system of interconnected computer networks that transmit data by packet switching using a standardised Internet Protocol (IP) and many other protocols. It is made up of thousands of smaller commercial, academic, and government networks. It carries various information and services, such as electronic mail, online chat and the interlinked web pages and other documents of the world wide web. Because this is by far the largest, most extensive internet (with a small i) in the world, it is simply called the Internet (with a capital I);
“Minimum Period” means a consecutive 12 (twelve) months from the Service Commencement Date or such other period as advised to You by Avanti under any Supplemental Terms;
“Service Charges” means the amount payable by You to Avanti specified in the Direct Satellite Broadband Order Form otherwise agreed in writing (and in either case whether referred to as “Service Charges” or otherwise);
“Order Confirmation” means an instruction from Avanti by e-mail that Your Service application on the Direct Satellite Broadband Order Form as been accepted and these Terms and Conditions apply;
“Portal” means the initial website reached when using the Service;
“Service” meansthe “Avanti Direct Satellite Broadband Service” provided to You by means of a satellite system and as set out on the relevant Direct Satellite Broadband Service Order Form;
“Service Commencement Date” means the earlier of the date:
Avanti notifies You that Service is Operational;
You commence using the Service; or another date notified to You by Avanti under any Supplemental Terms.
“Service Installation Date” means the date Avanti completes the Service installation at Your Site or another date notified to You by Avanti under any Supplemental Terms.
“Site” means the location of the Service installation;
“Software” means the software supplied to You by Avanti in connection with the Service;
“Supplemental Terms” means such terms and conditions (if any) applicable (in addition to these Terms and Conditions) to the provision by Avanti of:
a particular website contained in the Avanti Website (including without limitation the use of such website and the ordering of goods or services from such website); or
“Third Party” means a person other than Avanti or You;
“Third Party Service” means those services and facilities provided by a Third Party in conjunction with the Service;
“User Documentation” means such brochures, pamphlets and other documents, materials or information, if any, in relation to the Service and/or any Software as Avanti may publish from time to time either on paper or on the Avanti Website.
“Year” means a period of 12 (twelve) months from the Service Commencement Date or any anniversary of such date.
1.1 In the event of any inconsistencies between the contents of these Terms and Conditions, any Supplemental Terms, the Direct Satellite Broadband Order Form and the AUP, the order of precedence shall (unless expressly stated to the contrary) be (i) any Supplemental Terms; (ii) the AUP (iii) Avanti Direct Satellite Broadband Terms and Conditions; and (iv) the Direct Satellite Broadband Service Order Form;
2.1 The Service will be provided by means of Equipment that is connected by RJ45 Ethernet cable to Your local network. The network termination point beyond which Avanti shall have no liability for the Equipment is the RJ45 Ethernet communications port on the Equipment.
2.2 Unless purchased, Avanti owns the Equipment and reserves the right to recover the Equipment following termination of the Service before the end of the Minimum Period.
2.3 You must not use the connection to host or support a website. Where You are in breach of this Clause 2.3 Avanti reserves the right at its absolute discretion to suspend or terminate provision of the Service and/or charge You in relation to such website.
2.4 You shall provide Avanti and/or its contractors reasonable access to Your Site for the purpose of installing the Equipment. You shall be responsible for obtaining all consents, licenses, permissions and approvals necessary for the installation of the Equipment at the Site and shall indemnify Avanti against any liability, damages, claims, costs and expenses arising from Your failure to do so.
- Customer Apparatus
3.1 You agree that Your personal computers will be at least the minimum specification as notified to You by Avanti from time to time. Such notification may be given on paper, on the Avanti Website or on such other website as may be referred to by Avanti.
3.2 You agree that prior to connection of the Service to the selected PC or Local Area Network (LAN) router hub or other such LAN management device. You shall:
3.2.1 complete a virus check; and
3.2.2 where applicable install a Network Interface Card (NIC) complete with drivers available for connection of the Service via an RJ45 Ethernet connector.
3.3 You are responsible for obtaining all computer and other equipment or services necessary properly to use the Service.
- Provision of Service
4.1 It is technically impractical to provide the Service free of defectfaults or impairment and Avanti does not undertake to do so. Avanti will provide the Service with the reasonable skill and care of a competent telecommunications service provider. In the event of a fault in the Service, You should report it by telephone on the customer support number or email address as set out in the User Documentation or any other number as Avanti may from time to time notify to You. On receipt of a fault report, Avanti will use all reasonable endeavours either to advise You how to correct the fault or to rectify the fault in accordance with the User Documentation. You agree to supply Avanti with all necessary data to prove the existence of a fault and provide reasonable assistance to Avanti via phone or email during Extended Working Hours for the purpose of fault analyses and correction throughout the duration of the fault.
4.2 If it is determined that the defect, Fault or impairment is a result of: 4.2.1the negligence, wilful acts, omissions, or faults of Yourself, 4.2.2the breach of this Agreement by You; or, 4.2.3the failure or malfunction of Customer Equipment then Avanti may recover from
You all reasonable costs incurred in remedying the defect, Fault or impairment limited to a maximum of £1,000 (one thousand) per event.
4.3 Due to the nature of the Internet Avanti does not warrant that Your use of the Service will be uninterrupted or that any messages or information transmitted via the Service will be transmitted accurately, reliably, in a timely manner or at all.
4.4 The access rate of the Service shall have been specified on the Direct Satellite Broadband Order Form and You acknowledge that the rate specified may be reduced by contention with other Internet networks.
4.5 You acknowledge the following technical limits relating to the Service:
4.5.1 the requirement to position a satellite dish at Your Site with a clear view of the southern sky, if there is no such view or the dish is moved it will be technically impracticable to provide the Service to You;
4.5.2 the Service may affect the performance and/or speed of other telecommunications and other equipment at the Site;
4.5.3 some technical limitations within the Avanti network may not become apparent for some time after installation in which case the Service may need to be withdrawn; and
4.5.4 the access rate may be reduced by contention as referred to in Clause 4.4 above.
4.5.5 scheduled and unscheduled maintenance procedures may from time to time result in a loss of Service. Avanti will use all reasonable endeavours to notify You of such procedures prior to loss of Service
4.5.6 Avanti provides You with exactly 1 (one) public IP address, allocated to the equipment and made available using Network Address Translation (NAT).
You further acknowledge that the above does not form an exhaustive list of limitations and Avanti will use all reasonable endeavours to keep You notified of such limitations.
4.6 Use of the Service enables You to access the Internet, Third Party Services and other materials. Apart from any world wide web site controlled by Avanti, Avanti does not control and is not responsible for the content of material obtained using the Service. You are responsible in all circumstances for determining the suitability, quality, legality or lawfulness of accessing, viewing or downloading any material from the Internet.
4.7 Avanti reserves the right to change telephone access or code numbers or user names or passwords or the specification of the Service for operational reasons.
4.8 Avanti aims to process Your order within 28 calendar days from its receipt of Your order.
4.9 If Avanti is required to send field engineers for onsite assistance appointments arescheduled for either the morning or afternoon. Avanti engineers will provide support during normal Business Hours.
- Payment of Charges
5.1 All payments by You under clause 5 will be made (without deduction or set-off) as specified on Your completed Direct Satellite Broadband Service Order Form. Any variation to the account details used by You must be notified to Avanti at least 30 days in advance of any expected Charges being invoiced.
5.2 The Connection Charge shall be paid in advance of the Service Installation Date or such other date as Avanti shall notify to You. On confirmation to Avanti that the Connection Charge has been cleared into an Avanti bank account Avanti will install the Service and establish the Service Commencement Date.
5.3 Service Charges shall be invoiced, as specified on Your completed Direct Satellite Broadband Service Order Form. The first amount being due and payable on the Service Commencement Date or such other date as Avanti shall notify You.
5.4 Any other Charges shall be invoiced as set out in the Direct Satellite Broadband Order Form or as otherwise agreed in writing.
5.5 In addition to the Charges You are liable for all charges incurred from or by a Third Party in connection or as a result of use of the Service.
5.6 You acknowledge that You may be subject to Avanti credit management procedures and that Avanti may, at any time, require You to pay a deposit or provide a guarantee as security for payment of future bills.
5.7 If You don’t pay Your due Charges within 28 calendar days will be notified by the Avanti with a reminder. Avanti reserves the right to temporarily disable Your service until You have paid the due Charges.
5.8 Should You further fail to pay of the due charges, following the procedure set out in clause 5.7, Avanti reserves the right to terminate the Service as per clause 6.4.
6.1 The Agreement can be terminated by Avanti giving (1) one month’s notice or by You giving (1) one month’s notice after the Minimum Period.
6.2 If You cancel or without cause terminate the Agreement prior to expiry of the Minimum Period no refunds of any Charges paid in advance shall be made by Avanti. Furthermore Avanti shall invoice You and You shall pay Avanti:
6.2.1 any Charges due but unpaid at such date of cancellation or termination; and
6.2.2 an amount equal to the Service Charges payable for the Minimum Period less the amount of Service Charges already paid by You; and
6.2.3 any other cancellation or termination Charges referred to in the Direct Satellite Broadband Order Form or as otherwise agreed by the Parties in writing.
6.3 In the event of termination by Avanti or You prior to expiry of the Minimum Period, Avanti will seek to recover the Equipment from Your Site. In the event that this is not possible or the Equipment is damaged or unusable Avanti reserves the right to invoice You a charge equal to the Equipment Cost plus a maximum of a quarter of the total Service Charges for the Minimum Period.
6.4 Avanti reserves the right to terminate this Agreement forthwith by giving written notice if You fail to pay the Charges in accordance with this Agreement.
- Trademarks and Logos
7.1 The images, logos and names on the Avanti Website which identify Avanti, members of its Group, or Third Parties and their products and services are proprietary marks of Avanti, the relevant member of its Group and/or the relevant Third Parties. Nothing contained in the Avanti Website shall be deemed to confer on any person any license or right from Avanti, the relevant member of its Group or any Third Party with respect to any such image, logo or name.
- Use of the Service
8.1 You undertake not to use or permit anyone else to use the Service in breach of the Acceptable Use Policy.
8.2 Avanti may revise the AUP from time to time by posting the revised AUP on the Avanti Website whereupon You shall be bound by such revised AUP.
8.3 Avanti may at its discretion and without notice suspend and/or terminate the Agreement where the Service is used in breach of the terms of the Agreement, specifically but not limited to:
8.3.1 a breach of the AUP, or
8.3.2 a breach of Clauses 8.7 or 8.9, or
8.3.3 bankruptcy or insolvency proceedings brought against You, or an arrangement with creditors is made, or a receiver or administrator is appointed over any of Your assets, or You go into liquidation.
8.4 Avanti reserves the right to block access to and/or to edit, refuse or remove any material from the Avanti System which in its reasonable opinion it determines may give rise to a breach of this Agreement and/or the AUP. For the avoidance of doubt, where Avanti has received a complaint relating to any material published or transmitted via the Service, Avanti shall be entitled (but not obliged) to act as aforesaid without investigating the merits of such complaint.
8.5 Notwithstanding Clauses 8.3 and 8.4 above Avanti undertakes no obligation to monitor the Service for such material or e-mails.
8.6 Title, ownership and intellectual property rights in and to the content accessed using the Service belong to the applicable content owner and may be protected by applicable copyright or other Law. The Agreement gives the Customer no rights to such content.
8.7 In relation to the Service You must not exceed any limits relating to the use of the bandwidth or capacity or the connection of Customer Apparatus or any other limitation imposed on it as part of any package or promotion under which the Service is provided to You.
8.8 You acknowledge that the Service may be supplied on a shared basis and that Your use of the Service may be affected by the level of access by other users.
8.9 You undertake to use the Service and related hardware and software provided by Avanti in accordance with Avanti instructions and standard operating guidelines and not to modify in any way any components without the prior approval of Avanti; you further acknowledge that any unapproved modifications resulting in Service failure shall be repaired at Your expense.
8.10 The Service allows You to access the Internet. The Internet is separate from the Service and use of the Internet is at Your own risk and subject to any applicable laws. Avanti has no responsibility for any goods, services, information, software, or other materials You obtain when using the Internet.
8.11 You will indemnify Avanti and any network suppliers it uses or interconnects with to provide the service against actual or potential claims or legal proceedings against Avanti or its network suppliers by a Third Party because of the use of the Service and/or the Equipment in breach of these Terms and Conditions. Avanti shall notify You of any such claims or proceedings and inform You regularly as to the progress of such claims and proceedings.
8.12 Avanti reserves the right to refuse, limit or cancel the Service if You have displayed unreasonable behaviour or are deemed to be violent, abusive or disruptive towards Avanti customers, personnel or agents.
- Supplemental Terms
9.1 Where Your use of the Service is governed by Supplemental Terms You agree to be bound by such Supplemental Terms and, subject to Clause 1.1, such Supplemental Terms shall be deemed to form part of the Agreement.
- Compliance with Law
10.1 You must not, in violation of any law or regulation enforceable in the United Kingdom, post, publish, upload, distribute, transmit, re-transmit or store material on or through any of Avanti’s systems, services or products.
11.1 Avanti does not control or endorse the content, views, messages or information found in any Communication Service and, therefore, specifically disclaims any liability whatsoever with regard to the contents or transmission of any Communication Service and any losses or damages whatsoever incurred by You as a result of the use thereof.
- Limitation of Liability
12.1 Avanti excludes all liability for loss or damage to You or Your business due to unauthorised access, breach of security or attack, via the Internet and/or the Service or otherwise to Your business systems, data, information or other materials. It is Your sole responsibility to protect Yourself in such manner as You think fit from such unauthorised access, security breach or attack.
12.2 Avanti excludes all liability in relation to and does not warrant the accuracy, content, quality, completeness, fitness for purpose or legality of any information or services accessed using the Service and/or the Portal. Avanti excludes all liability of any kind for the transmission or the reception of or the failure to transmit or to receive any material of whatever nature.
12.3 You may enter into or seek to enter into transactions with Third Parties in relation to the sale, rental or provision of goods and services via the Service. Avanti will in no circumstances be a party to such transactions and will in no circumstances be liable whether in contract, tort (including liability for negligence), or otherwise for any loss, cost or damage incurred by You arising out of or in relation to the transaction or attempt to enter into a transaction (including but not limited to failure to transmit or distortion of any messages sent via the Service).
12.4 Avanti does not warrant the availability of the Portal and/or Third Party Services and shall have no liability whatsoever in relation to such availability or otherwise. The accessing and provision of information and Third Party Services via the Service shall be subject to such Third Parties’ terms and conditions if any. You shall be liable for compliance with those terms and conditions and Avanti shall have no liability whatsoever in relation to any Third Party Service.
12.5 The information, Software, products and services (and related graphics) included in or available through the Avanti Website and the Service may include inaccuracies or typographical errors. Changes to the Avanti Website and Service are made from time to time. Except as expressly set out in this Agreement, Avanti makes no representations and gives no warranties (including implied warranties, terms and conditions) whatsoever relating to the suitability, reliability, availability, accuracy, timeliness, satisfactory quality, fitness for a particular purpose, lack of viruses or other harmful components of the information, Software, products and Service (and related graphics) contained in or available via the Avanti Website or the Service.
12.6 Avanti shall have no liability whatsoever for any threatening, defamatory, obscene, offensive or illegal content of a Third Party website or for the conduct of any Third Party or any infringement of a Third Party’s rights. Avanti shall have no liability whatsoever for any content sent using and/or included in the Avanti Website or the Service by any Third Party
12.7 Nothing in these Terms and Conditions is intended to exclude or restrict Avanti’s liability for death or personal injury caused by its negligence or for fraud.
12.8 Subject to clause 12.7, Avanti shall not be liable for any indirect or consequential loss or damage or for loss of profits, goodwill, anticipated savings or reputation arising out of or in connection with the Service.
12.9 Subject to clause 12.7, in no event shall Avanti be liable to You in respect of or in connection with the Service whether in contract, tort (including without limitation negligence), breach of statutory duty, or otherwise exceed:
12.9.1 £1,000 in relation to each event or series of related events which are the subject of any claim; and
12.9.2 in aggregate in relation to all incidents arising in any Year, to the total Monthly Charges paid during the previous Year and, in respect of incidents arisingin the first Year, the total Monthly Charges paid up to the date of the last claim.
13 Agreement Acceptance
13.1 In relation to a particular Service the Agreement shall come into effect on the earlier of the date:
13.1.1 Avanti accepts Your order for Service by returning to You an Order Confirmation; or
13.1.2 You start using the Service; or
13.1.3 the Service is available to You.
14.1 Avanti may give notice of variations to the Agreement by posting such variations on the Avanti Website which You must therefore check regularly.
14.2 If You give notice to Avanti under this Agreement this must be done by email to the Avanti email address shown on the appropriate User Documentation or an alternative address which Avanti may give You.
14.3 Avanti may at any time improve, modify or otherwise alter the Service in the event that:
14.3.1 Avanti’s suppliers’ services are altered so as to affect the provision by Avanti of the Service;
14.3.2 in Avanti’s reasonable opinion the Service should be altered for reasons of quality of service or otherwise for the benefit of Avanti’s customers as a whole;
14.3.3 technical or regulatory reasons so require.
- Data Protection
15.1 For the sole purposes of performance of this Agreement and to perform its obligations under clause 5 Avanti may disclose data regarding Your Service to a Third Party in accordance with the Data Protection Act 1998.