All customers confirm acceptance via acknowledgement during ordering. Effective as of 16/10/2019. Other formats available.
1. Definitions and Interpretation
1.1. In these Conditions, the definitions below will have following meanings:
“Acceptable Use Policy”
“Address”: the address you want the Service to be supplied to at the Commencement Date;
“Agreement”: these Terms and Conditions and any Order Form signed or returned by you or submitted online, as accepted by us;
“Broadband”: the high speed connection to the internet;
“Cancellation Period”: the statutory cancellation period as detailed in Clause 7, during which time you will have the right to cancel for any reason and without incurring Charges (other than those incurred for any Services received during the Cancellation Period);
“Charges”: the charges for the Service as stated on your Order Form and set out in any list of current charges (as updated from time to time) published on our Website;
“Commencement Date”: the commencement date for this Agreement, either as set out in the Order Form or notified to you as soon as practicable hereafter;
“Equipment”: the equipment provided to the Address for your use of the Service;
“Minimum Term”: the minimum period of time for which you agreed to receive the Service, commencing on the Commencement Date;
“Order”: an order for the Equipment and the Service placed by you, either via the submission of an Order Form or other written request, orally or through your conduct, which will be deemed to be an offer for the purposes of this Agreement which we are free to decline or accept;
“Party”: either you or us;
“Service”: the provision of internet services to residential premises in the UK according to this Agreement;
“we”, “us” and “our”: Hailie Limited and/or our permitted assignees;
“Working Day”: Monday to Friday inclusive but not Saturday, Sunday or any Bank Holiday when the banks in England are not open for business;
“you” and “your”: you, the customer, with whom we have entered into this Agreement.
1.2. Unless the context otherwise provides, words in the singular shall in include in the plural and vice versa and references to one gender shall include reference to the other genders.
1.3. A reference to a statue or statutory provision is a reference to it as amended, extended or re-enacted from time to time.
1.4. A reference to writing or written includes by email.
1.5. An obligation on a party not to do something includes an obligation not to allow that thing to be done.
1.6. Clause, Schedule or paragraph headings will not affect the interpretation of this Agreement.
2. Information about Us
2.1. We are WestNetworks Innovations Limited, a company registered in England and Wales under Company Number 12145094 and our registered office is 11 Alstone Road, Highbridge, Somerset, TA9 3DT.
2.2. You can contact us by email to firstname.lastname@example.org, by telephone on 0800 6 102 109
2.3. To cancel this Agreement in accordance with your legal right to do so as set out in Clause 7, you simply need to let us know that you have decided to cancel. You can use the contact details given above or by completing the Cancellation Form on our website. If you use this method we will email you to confirm we have received your cancellation.
2.4. If we have to contact you or give you notice in writing, we will do so by email or by pre-paid post to the address you provide to us with in your order.
3. The Supply of the Service
3.1. Our obligations to provide and to continue to provide the Service to you at the Address are conditional upon:
(a) our confirmation that the Service is available at the Address and our subsequent acceptance of your Order;
(b) you providing suitable hardware, software and telecommunications equipment as necessary to access and use the Service (for the duration of this Agreement);
(c) the Equipment being connected in accordance with the instructions supplied;
(d) your completion and submission of a Direct Debit mandate and Order Form;
(e) you being at least 18 years old; and
(f) you at all times complying with the terms of this Agreement and our Acceptable Use Policy.
3.2. An Order placed by you will constitute an offer which will be deemed accepted upon the earlier of:
(a) our written acceptance;
(b) the provision of the Service following delivery and installation of the Equipment; or
(c) your receipt of our invoice.
3.3. We will supply the Service to the Address with effect from the Commencement Date unless and until suspended by us or terminated by either Party in accordance with this Agreement.
3.4. The Commencement Date is an estimate only and we will not be liable to you for any delay in availability of the Service.
3.5. In supplying the Service we will endeavour to use our reasonable skill and care but from time to time faults may occur. In the event of a fault, please call Customer Services on 01823 215 009 (or other number as may be given from time to time on our Website).
3.6. We will not be liable for any loss of data or other loss or damage resulting from delays, non-deliveries, service interruptions or other faults in the Service.
3.7. We hereby exclude all warranties and conditions of any kind, express or implied, connected to the Service and any data contained or obtained or the accuracy of any information received through its use.
3.8. We will not be responsible if you are unable to use the Service because your equipment is malfunctioning or incompatible with the Service. It is your responsibility to ensure your equipment is maintained in working order.
3.9. Due to the nature of the internet, we cannot guarantee the speed of data access you will experience.
3.10. You acknowledge that the whole or part of the network and the Services may have to be interrupted from time to time for routine repairs, maintenance or emergencies and we may have to occasionally interrupt the Service or change its technical specification for operational reasons, and you will have no claim against us in these circumstances.
3.11. If you are unable to use the Service for any reason other than where it is wholly attributable to our negligence, wilful default or omission in breach of this Agreement, you will remain liable to pay the Charges for the whole Minimum Term and until the end of any notice period provided that such notice is duly served.
4. Equipment and Access
4.1. Nothing in this Agreement will transfer ownership of the Equipment or any allocated IP address to you.
4.2. You will only use the Equipment at the Address.
4.3. You will be responsible for ensuring that the Equipment is at all times kept safely and properly used at the Address.
4.4. You will:
(a) comply with our reasonable instructions, the manufacturer’s instructions and/or any other instructions which we have supplied and/or notified to you;
(b) not dispose of or deal with any of the Equipment in any way by, for example without limitation, trying to sell it or hire it to anyone else, putting it up as security for a loan, mortgage or charge or allowing any of the Equipment to be seized under any legal process;
(c) not remove, tamper with, modify, add to or obliterate any words or labels on the Equipment or in any way interfere with the Equipment itself; and
(d) be responsible for any loss or damage to the Equipment, caused in any way other than by fair wear and tear.
4.5. You will notify us immediately if any part of the Equipment is lost, damaged or destroyed.
4.6. For safety reasons, the Equipment must not be immersed in water nor used in such a way where the Equipment is likely to come into direct contact with water, steam or other liquids.
4.7. We reserve the right to alter, change, modify, update or replace the Equipment at any time for any reason.
4.8. You will allow us (including our employees, agents, contractors or any person authorised by us) safe and proper access to the Address to execute any works at your Address in connection with the operation of the Service and the Equipment and to enter, inspect, repair, replace, move, alter and remove any of the Equipment.
4.9. You will get the permission needed from others should we need to enter their land or put our Equipment on their premises.
4.10. You acknowledge and will ensure that any third parties will be aware that the Equipment will remain at all times our property.
4.11. Upon removal of the Equipment, we will not be liable for any repairs or alterations (or the costs thereof) to any property at the Address and we will not be responsible for making good any damage caused.
4.12. Any physical alterations carried out on the premises at the Address will be at your risk.
4.13. You will indemnify us and hold us harmless on a continuing basis for all loss suffered by us arising from a breach of this Clause 4.
4.14. This Clause 4 will continue in force after cancellation or termination of this Agreement until the Supplier has removed all Equipment from the Address or the Equipment is otherwise returned to the Supplier’s possession.
5. Customer’s Obligations
5.1. You will not transfer or sell any IP address allocated to you during the provision of the Services.
5.2. You will only use the Equipment in compliance with our Acceptable Use Policy and will at all times comply with the law.
5.3. You will accept and comply with all licence terms required from time to time by any third party provider of any software or other materials.
5.4. You will ensure at all times when you use the Service that:
(a) no virus is introduced into the Equipment and/or connected systems and no steps are taken so as to facilitate such an introduction by any other party;
(b) you install firewall and anti-virus software on your computer;
(c) you maintain confidentiality of your login names, passwords and other confidential information relating to your access to the Service;
(d) you do not do or permit anything to be done which may damage the name and reputation of Hailie Limited or any associated companies.
5.5. You are responsible for obtaining all consents necessary for installing, maintaining and using a Broadband connection at the Address (including, without limitation, any relevant consents from your landlord) and ensuring that the installation and use of Broadband or the Services will not affect other systems or services.
5.6. You agree to allow us, and to procure any relevant third party permission to allow us, reasonable and safe access to enter the Address in order to install, maintain, test, adjust, repair, replace, renew or remove the Equipment.
5.7. Your obligations under this Clause 5 will continue in force after the cancellation or termination of this Agreement for whatever reason.
6. Charges and Payment
6.1. Unless otherwise specified in writing, the Charges and any prices quoted are exclusive of VAT and other applicable tax or levy which will be payable by you.
6.2. You will pay the Charges without set-off or deduction by monthly Direct Debit commencing the first full month following the Commencement Date.
6.3. The payment for any part-month prior to the first full month during which you use the Service will be charged on a pro-rata basis and included in your first Direct Debit payment. We will send to you details of your Direct Debit instructions as agreed when you signed up for the Service.
6.4. If you choose to dispute any amount then you must pay the undisputed amount, and once the dispute is settled, pay any amount that is still owed.
6.5. If any payments are late we may charge you:
(a) interest at the rate of 4% per annum above the current Bank of England base rate; and
(b) reasonable costs of trying to recover overdue payments.
6.6. If you withdraw or amend your Direct Debit instruction we may: (a) alter the Charges accordingly which you will be liable to pay; or
(b) suspend the Service.
6.7. Time of payment will be of the essence.
6.8. If you request a visit to the Address to check the Equipment and cannot keep your appointment, you must let us know by midday the working day before, or we may charge you for the appointment.
6.9. If, during a visit to the Address to check the Equipment, it is found that the fault is not with the Equipment or otherwise due to us, we may charge you £100 + VAT for the appointment.
6.10. If we suspend, disconnect or reconnect the Service we may make a reasonable charge.
6.11. We may vary the Charges and any other charges referred to in this Agreement at any time, subject to Clause 19
7. Cancellation within the Cancellation Period
7.1. You have the right to cancel within 14 calendar days from the day on which this Agreement is concluded (the “Cancellation Period”), during which time you will not have to pay any cancellation charges.
7.2. The Agreement starts on the date on which we confirm that we are able to provide the Service and we accept your offer (your offer being made via the submission of the Order Form or some other clear indication that you want to receive our Service under this Agreement).
7.3. The Minimum Term starts on the date that we start to provide the Service to you.
7.4. In order to cancel, you simply need to tell us that you have decided to cancel. You can do this by completing the Cancellation Form on our Website. If you use this method, we will email you to confirm that we have received your cancellation.
7.5. You can also cancel by email to support@Westwifi.co.uk, by telephone to 01834 215009. If you are notifying us in one of these ways, please include the details of your order so that we can identify it.
7.6. If you send us your cancellation by email or by post, then your cancellation is effective from the date you send us the email or post the letter to us. For example, provided that you emailed us before midnight or your letter was sent before the last post on the last day of the Cancellation Period, you would have given us notice in time.
7.7. Should you wish to request the initiation of the Service during the Cancellation Period, you must make an express request for us to do so. If the whole of the Service is performed within the Cancellation Period, you acknowledge that you will lose you right to cancel.
7.8. If you cancel the Agreement within the Cancellation Period, we will only charge you for the use of the Service that you have received up until the cancellation and the installation charge. If you have already paid in advance for the Service, we will refund you the price you paid, minus the installation charge and any use of the Service you have already received up to cancellation.
7.9. Subject to Clause 7.1 above and after the expiry of the first 14 calendar days, this Agreement is for a Minimum Term unless otherwise specified in your Order Form and if you cancel or terminate prior to the expiry of the Minimum Term cancellation charges will apply (unless otherwise stated in this Agreement).
7.10. We reserve the right to end this Agreement at any time prior to the Commencement Date for any reason and you will be notified by email/telephone/letter if we do so.
8. Further Information on Cancellation Charges
8.1. Should you cancel this Agreement prior to the expiry of the Minimum Term and after the Cancellation Period, you will be liable to pay the monthly Charges that would have been payable had you continued to utilise the Service for the whole of the Minimum Term plus a fee of £149+vat for early termination charges.
8.2. Subject to you providing us with the correct notice and fully cooperating with us, we will come and remove the Equipment from the Address for free.
8.3. Any costs in recovering the Equipment in circumstances other than those in Clause 8.2 above, and any costs for damage and/or loss to the Equipment other than fair wear and tear, will be charged to you and recoverable as a debt.
9. Suspension and Restriction of the Service
9.1. We reserve the right to restrict access to the Service and to impose data traffic restrictions at our discretion, in order to implement new facilities, allow data retrieval and maintain reasonable distribution of available capacity.
9.2. We may suspend the Service immediately if:
(a) we are entitled to terminate this Agreement (see Clause 10 below);
(b) we need to carry out any maintenance, repairs or improvements related to the provision of the Service;
(c) we decide to for reasons of health, safety or the quality of the Service;
(d) we are under a legal obligation to do so;
(e) you breach or allow someone else to breach our Acceptable Use Policy;
(f) in our reasonable opinion it is necessary or desirable to do so; or
(g) you do anything which jeopardises the Service or any network to which you are from time to time connected. We will, whenever practicable, give you as much notice as possible of any proposed suspension.
9.3. If the Service is suspended as a result of a breach of this Agreement by you:
(a) before we restore the Service, we may request some form of security in a form that we deem acceptable as assurance that you will not perform any further breach of this Agreement;
(b) we may make a charge to reflect our costs incurred in connection with suspending and/or restoring the Service. Unless otherwise agreed by us, the charge must be paid before the Service will be restored; and
(c) restoration of the Service is at our absolute discretion.
10.1. This Agreement and the obligation on us to provide the Service to the Address will be from the Commencement Date onwards. Thereafter, this Agreement can be terminated in accordance with this Clause 10.
10.2. Either Party may terminate this Agreement by giving the other Party at any time 30 days’ written notice of termination on the condition that if you terminate this Agreement before the expiry of your Minimum Term and this Agreement does not state otherwise you must pay the cancellation charges.
10.3. Either Party may terminate this Agreement immediately upon written notice if:
(a) the other Party is in breach of this Agreement and such breach is incapable of remedy or, if capable of remedy, has not been remedied within 30 days of a written request by the terminating party to do so;
(b) the other Party is subject to insolvency or bankruptcy proceedings;
(c) there is a change in law or regulation or a competent authority requires the Service to be ceased or altered in any way; or
(d) we are unable to provide the Service for more than 60 days for whatever reason.
10.4. If you provide notice of termination under Clause 10.2 and are transferring to another broadband supplier, your contract will terminate immediately upon completion of the transfer but you will still be liable for any cancellation charges.
10.5. If you terminate this Agreement during the Contract Period because you no longer reside at the Address, you must pay cancellation charges unless a new contract for provision of the Service to another address is entered into by you.
10.6. Clause 10.5 will only apply if the conditions set out in Clause 3.1 are satisfied at the proposed new address and a connection charge at the prevailing rate is paid by you in respect of the new contract. 10.7. In addition to the provisions of Clause 10.3, we may terminate this Agreement with immediate effect and recover any reasonable charges and/or debt recovery costs incurred if: (a) we have at any time required you to pay us a security deposit in accordance with this Agreement and we have not received it; or
(b) you fail any credit or fraud prevention check or we have good reason to suspect fraud or money laundering; or
(c) we have good reason for believing that any information you have given us is false or deliberately misleading.
10.8. You will at all times remain liable for all Charges arising under this Agreement until the effective date of termination or the date that we have ceased to supply the Service, whichever is the later.
10.9. In the event that you are in breach of this Agreement and we terminate, cancellation charges (as described in Clause 8) may apply.
10.10. The expiry or termination of this Agreement will not affect the accrued rights of either Party prior to such expiry or termination.
11. Limitation of Liability
11.1. The use of the internet is at your own risk and subject to all applicable laws.
11.2. We have no responsibility for any information, software, services or other materials you may obtain using the internet, including loss or damage caused by the introduction, presence or activity in your computer or the internet of any computer virus or hacker.
11.3. We accept no responsibility for any damage or loss, howsoever caused, suffered by you or others as a result of the accuracy or otherwise of information provided by you.
11.4. You are responsible for making and keeping a copy of your files or data as a backup.
11.5. If you 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, we will not be a party to such transactions and will not be liable whether in contract, tort (including liability for negligence) or otherwise for any loss, cost of 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 the distortion of any messages sent via the Service).
11.6. For any liability we have under this Agreement, we will only be liable for loss or damage which is a reasonably foreseeable consequence of our breach of this Agreement up to an aggregate maximum liability of £250 in any calendar year.
11.7. Subject to Clause 11.8 below, we will not be liable, whether in contract, tort or for breach of statutory duty, for:
(a) any economic losses (including, without limitation, loss of revenues, profits, contracts, business or anticipated savings);
(b) loss of goodwill or reputation;
(c) any special, indirect or consequential loss.
11.8. Neither Party seeks to limit or exclude liability for fraud or fraudulent misrepresentation or for death or personal injury caused by that Party’s negligence.
12. Force Majeure
12.1. Neither Party shall be deemed to be in breach of this Agreement should it be prevented from fulfilling its obligations in this Agreement by reason of any supervening events, acts, circumstances or causes beyond that Party’s reasonable control (a “Force Majeure Event”).
12.2. Should a Force Majeure Event occur, the affected Party must notify the other Party immediately in writing and use all reasonable endeavours to mitigate the effects of the failure to perform its obligations.
12.3. If the period of delay or non-performance continues for more than 3 months, either Party may terminate this Agreement on 30 days’ written notice to the other Party.
13. Legislation and Statutory Obligations
No provision of this Agreement is intended to confer any right or impose any obligation which is incompatible with the statutory or regulatory rights and obligations of the Parties. This Agreement will be construed accordingly.
14. Emergencies and Safety
14.1. In the event that you suspect or are aware of any matter or incident that either causes danger or requires urgent attention in relation to the Service or affects or is likely to affect the maintenance of the security, availability and quality of the Service then you must immediately notify us by contacting the Customer Services team on 01834 710390 .
14.2. You will refrain from using the Service upon our instruction.
14.3. You undertake not to use or improperly deal with the Service or (if applicable) any Equipment so as to create a risk to health and safety or damage to property in respect of yourself or any other person.
15. Monitoring Use of the Service
We, or those authorised by us, may monitor your use of the Service in order to identify any breach of the Acceptable Use Policy.
16. Use of Personal Information
16.1. Information you provide or we hold may be used by us, our employees and/or our agents including companies within the WestWiFi group to help:
(a) identify you when you call;
(b) the detection and prevention of crime, fraud or loss;
(c) the administration of accounts, services and products; and
(d) contact you in writing, by phone or email with information about other services and products offered by us and/or our carefully selected partners unless you have told us otherwise. The consent level in your latest agreement with us will prevail. You may withdraw this permission at any time.
16.2. Information can be shared between us and third parties who provide and/or receive services in relation to this Agreement in order to fulfil our obligations.
16.3. We may carry out credit and fraud prevention checks with licensed credit reference and fraud prevention agencies and they will retain a copy of the search. Information from your application and payment details of your account may be recorded by these agencies and may be shared with other organisations to help make credit and insurance decisions about you and members of your household and for debt collection and fraud prevention purposes.
16.4. We may monitor or record telephone calls between you and us to help improve our customer service, for security purposes, for administering your account and debt recovery purposes.
17. Data Protection
17.1. You agree to allow us to process your personal data for the purposes of this Agreement.
17.2. Both parties warrant that they will observe all their obligations under the Data Protection Act 1998 which arise in connection with the Service.
18.1. This Agreement is personal to you and may only transfer it to someone else with our prior written consent.
18.2. We may assign or novate all or any part of our rights and/or our obligations under this Agreement and subcontract any of our obligations under this Agreement without your consent provided that the transferee will be able to comply with the relevant rights and/or obligations so transferred.
18.3. On assignment or transfer, we may hand any security deposit and any interest to the party who will assume the rights and liabilities of this Agreement.
19.1. We reserve the right to vary the terms and conditions for the supply of the Service (including but not restricted to Charges) without giving you prior notice unless the variation is to your material disadvantage, in which case we will notify you before the change is implemented.
19.2. If, within thirty (30) days of our notice of the variation to your material disadvantage, you notify us that you no longer wish the Service to be provided, then such variation will not be effective in respect of this Agreement and the Agreement will terminate accordingly with no cancellation charges being payable.
19.3. We reserve the right to vary the terms and conditions of this Agreement to meet legal and regulatory requirements.
19.4. We reserve the right to vary the Charges from time to time if there is a change to the applicable rate of Value Added Tax (VAT) on the Service or the imposition by the government or any applicable regulatory body of additional or alternative taxes or charges by statute, regulatory authority regulations or guidelines or otherwise. If the Charges are varied by virtue of this Clause 19.4, the VAT or alternative tax element will be clearly shown on your invoice.
20. Disputes and Complaints
20.1. If any dispute arises about the provision of the Service, we will try to work through it with you.
20.2. However, if we cannot resolve the dispute, we offer an independent dispute resolution service via CISAS.
20.3. Details of our complaint handling process, including the availability of our independent dispute resolution service are set out in our Customer Complaints Code. This is available on our Website or by contacting Customer Services, who can send out a copy of the code if requested.
21. Waiver and Severance
21.1. Any failure or delay to exercise any of our rights under this Agreement does not mean that we have waived our rights against you and you will still have to comply with your obligations.
21.2. Any waiver given by us will only be in writing and we reserve our rights to enforce any rights and obligations under this Agreement.
21.3. Each of these paragraphs operates separately. If this Agreement is found to be unenforceable in whole or in part by any court of law or other regulatory or competent body, this will not affect any other part of this Agreement and the remaining paragraphs will remain in full force and effect.
22.1. Notices required under this Agreement will be in writing and delivered by hand or sent by post or by email.
22.2. Notices sent by post will be deemed delivered 2 Working Days after we have sent it unless we receive evidence to the contrary.
22.3. Notices by email will be deemed to be delivered on the same Working Day if sent before 4:00 pm, otherwise it will be deemed delivered on the next Working Day.
22.4. Notices sent to you will be sent to the Address or other address or email address provided by you on the Order Form.
22.5. You must send notices to us by email to support@Westwifi.co.uk
23. Entire Agreement
23.1. This Agreement constitutes the entire agreement between the Parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether oral or written, relating to its subject matter.
23.2. You acknowledge that in entering this agreement you do not rely on any statement, promise, assurance, warranty, representation or understanding that does not form part of this Agreement.
24. Third Party Rights
A person who is not a party to this Agreement has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this Agreement.
25. Governing Law and Jurisdiction
This Agreement will be governed by the Laws of England and Wales and the parties irrevocably submit to the exclusive jurisdiction of the English courts.