Terms and conditions for residential broadband internet and telephone services.
In this document, (“Service”) means the provision of a Broadband Internet Service or the Carrier Pre-Selection (“CPS”) Telephone Service, or a combination of both Services. Beaming Limited (“Beaming”) agrees to provide the Service to the Customer and the Customer agrees to use the Service on the terms and conditions set out in this document (“the Agreement”).
1 Broadband Internet Services
Commencement and Duration of the Agreement
The Agreement commences on the date you accept these terms (the “Commencement Date”) and will continue for an initial period of three months (the “Initial Period”) and indefinitely thereafter unless terminated earlier by either party in accordance with Clause 13 of this Agreement. Our acceptance of your application for Broadband services maybe subject to us performing a credit check on you and us being satisfied with the outcome of the credit check.
2 Provision of the Broadband Internet Service
We will provide the Broadband services (the “Broadband Services”) to you with reasonable skill and care and in accordance with the provisions of this Agreement. Whilst we will use our reasonable endeavours to begin providing these Broadband Services to you by any date provisionally agreed, we will have no liability for any failure to meet such dates. We can only provide services to areas of the United Kingdom in which we are technically able to offer Broadband services using the BT Wholesale IPStream network.
In order to use the Broadband Services, you will need an existing BT telephone line and have a personal computer of a minimum specification. You must also ensure that any other hardware such as cables and modems you use to connect to the Broadband Service is compatible in order to use the service. You recognise that we are dependent upon certain third parties such as BT Wholesale to install, configure and provide the Broadband Services to you. You further recognise that there may be technical limitations that prevent us from delivering a service to you such as distance from the BT telephone exchange or the quality of BT’s local loop.
We do not undertake to provide a fault free service. If, however, a fault occurs, you should report the fault by electronic mail or by telephone.
Hardware Support: We offer technical support on all hardware, such as modems and routers, purchased from Beaming during the initial ordering process. If you choose to use your own broadband hardware we will not be able to provide any technical support for such hardware.
We may suspend the Broadband Services where necessary for emergency reasons or for scheduled periods of downtime to repair, maintain or improve the Services. Beaming will always provide Customers with as much notice that is reasonably practical for such outages. Beaming will restore the Services as soon as it reasonably can after suspension.
We may, for operational or other reasons, change your allocated IP address, email address or any other codes, numbers or addresses allocated to you or the specification of the Services but any such changes will not materially affect the Broadband Services.
We may immediately suspend your access to the Broadband Services in the event that you do not pay an invoice in accordance with Clause 3.
We may immediately suspend your access to the Broadband Services in the event that you are in breach of Clauses 5, 6 or 17.
3 Charges and Deposits
You agree to pay us the charges as detailed in our Price List (the “Fees”).
Payment is by Direct Debit and all the usual safeguards and guarantees apply. No changes in the date, frequency or amount to be debited can be made without notifying you at least 10 working days in advance of your account being debited. In the event of any error, you are entitled to an immediate refund from your Bank or Building society. You have the right to cancel a Direct Debit Instruction at any time simply by writing to your Bank or Building society and with a copy to us.
We will send you your first bill shortly after we begin providing the Broadband Services. The first bill will include any setup Fees or hardware ordered during the registration process. The first monthly bill will also include the pro-rata portion of the rental from the activation date until the end of the Calendar month, together with the first month’s Broadband rental in advance. We will send you a further bill every month, but we reserve the right to vary the dates and frequency of the bill.
You will receive a monthly bill notification via email which will be sent to your registered email address. This email will contain a link to our online Billing Portal. We will provide you full access to our Billing Portal to enable you to view your bill online. You will receive your bill notification within a minimum of 10 working days notice before any payment is debited from your bank or building society account.
If your electronic payment is rejected, or becomes, or is, invalid or unavailable, thereby preventing us from recovering the sums due under your account within 4 days following the due date for payment, we reserve the right immediately to withdraw your access to the Broadband Services. You will also be charged an administration fee as deemed reasonable to recover such payment.
In these circumstances, you will be sent a letter giving you 10 days in which to arrange for your account to be discharged in full.
If, in response to our letter, you provide us with your valid payment details so as to enable us to collect the sums due on your account, we will re-apply for payment. If your proposed electronic payment method is still rejected, invalid or unavailable, or if your account remains outstanding for any other reason, 18 days after the original due date for payment, then (i) you will be charged a further administration fee together with a fee for the submission of a further warning letter, and (ii) a letter will be sent to you requesting the discharge of your account in full, and/or for appropriate arrangements to be made with us for your account to be discharged, which must be effected within 7 days from the date of this letter, failing which we reserve the right to refer your outstanding account to Beaming’s credit control department.
If your account remains unpaid for a period of 25 days after the original due date for payment, a security deposit of three times your average monthly invoice will be required before we reinstate your Broadband Services.
If your account remains unpaid for a period of 32 days after the original due date for payment, your service will then be terminated and your account will be referred to Beaming’s credit control department for it to take the appropriate action to collect the outstanding sums.
If we are required to instruct our solicitors or other professional advisers to collect any outstanding sums on your account, you will be responsible for, and we will look to you to discharge, those costs that are incurred by us in taking such action.
You must ensure that the account holder’s name is the same as the name on the payment details that are provided.
If you currently receive a Broadband service from an alternative supplier you are responsible for any contractual agreement you have with them and any liabilities you may incur for terminating your current agreement.
You will ensure that any equipment that you attach (directly or indirectly) to the Broadband Services is technically compatible with the Broadband Services and that its use does not breach any relevant legislation or telecommunications industry standards. If we contact you and request that any such equipment be disconnected from our Service, you must comply immediately with such request or face termination of your Service.
5 Your use of Broadband Services
The Broadband Services are provided solely for your use and you cannot resell or attempt to resell the Broadband Services (or any part of them) to any third party. In addition, if you have a mail server, we do not permit relay emails from outside your domain from your mail server.
We do not warrant or guarantee the accuracy or completeness of any of the information, sound, software and any other materials (in whatever form) and services made available to you as part of the Broadband Services (the “Content”) or any further information or results which may be derived from it. You acknowledge that you will not rely on any Content in making any business or other decision and that your use of the Content is at your sole risk.
Please note that there may be additional conditions (either ours or those of a third party) displayed on line relating to particular Content. These conditions will also form part of this Agreement should you access such Content.
You are entirely responsible for evaluating any goods or services offered by third parties via the Broadband Services or on the Internet. We will not be a party to or in any way be held responsible to you for any transaction between you and third parties.
You warrant that any information you make available on your website, both yours (“Customer Information”) or that of a third party (“Third Party Content”) is and will remain wholly accurate and will not include any information or material, any part of which, or the accessing of which or use of which, would be a criminal offence or is otherwise unlawful.
You also warrant that you will comply with all consumer and other legislation, instructions or guidelines issued by regulatory authorities and relevant licences which relate to the provision of the information on your website including those notified by us to you.
You must not use the Broadband Services:
in a way that breaches any legislation or any licence applicable to you or that is in any way unlawful or fraudulent; or
- to deliver, knowingly receive, upload, download, use or re-use any information or material which is abusive, defamatory, obscene or menacing, or in breach of any copyright, privacy or any other rights; or
- to send or procure the sending of any unsolicited advertising or promotional material; or
- in a way that does not comply with our specific instructions.
You will fully indemnify us against any actual or potential claims or legal proceedings against us by a third party because of your use of the Broadband Services in breach of the provisions of this Clause 5 or Clause 17. We shall notify you of any such claims or proceedings and inform you regularly as to the progress of such claims or proceedings.
You acknowledge that Broadband Services are provided to other users and we owe a duty to these users as a whole to preserve our network integrity and avoid network degradation. If, in our reasonable opinion, we believe that your use of the Broadband Services has or may adversely affect such network integrity or may cause network degradation we may change your chosen access rate or manage your Broadband Services as we see fit in the circumstances.
6 Access & Security
You will at all reasonable times, provide our employees and agents, and anyone acting on Beaming’s behalf producing a valid identity card, with access to the Location. We will normally only require access during normal working hours but may, require you to provide access at other times, on reasonable notice.
Our employees and agents will observe your reasonable premises regulations, as previously notified to us in writing. You will provide a suitable and safe working environment for our employees and those of any third parties who assist us in providing the Broadband Services to you.
You will use your reasonable endeavours to provide personnel, resources and any other information as we reasonably require, to assist us in the provision of the Broadband Services to you.
7 Usernames & Passwords
You must ensure that user names and passwords used in connection with the Broadband Services are kept confidential and are only used by authorised users. Please inform us immediately if you know or suspect that a user name or password has been disclosed to an unauthorised user or is being used in an unauthorised way. You must not change or attempt to change a user name without our written consent.
We reserve the right (at our sole discretion):
to suspend user names and password access to the Broadband Services if at any time we think that there has been or is likely to be a breach of security; and to ask you to change any or all of the passwords you use in connection with the Broadband Services.
You must inform us immediately of any subsequent changes to the information you supply to us when you register for the Broadband Services.
You accept and acknowledge that the Broadband Services, as other Internet applications, are not secure and we do not guarantee the prevention or detection of any unauthorised attempts to access the Broadband Services.
8 Personal Data
We may contact you before, during and after the term of this Agreement in order to administer, evaluate, develop and maintain the Broadband Services. Please note that we may record your telephone calls to us and we will keep a record of personal information you provide to us in connection with the Broadband Services.
We will comply with our obligations under the Data Protection Act 1998 and other any applicable data protection legislation. You are also required to comply with all data protection legislation. In addition, you must maintain all required registrations, including those reasonably requested by us to enable us to process your personal data in connection with our performance of our obligations under this Agreement.
By registering for the Broadband Services you consent to our using and/or disclosing your personal information for the following purposes:
- processing your application (which may involve credit checking by a licensed credit reference agency who may record that a credit check has been made and disclosing certain personal and account details to a bank for the purposes of setting up a direct debit account);
- providing or arranging for third parties to provide Customer Care/Help Desk facilities and billing you for the Broadband Services (which may involve disclosing your information to third parties solely for those purposes); and
- to selected third parties for the purposes of providing and operating the Broadband Services and installing Equipment.
9 Intellectual Property Rights
You warrant that you are the owner of, or that you are authorised by the owner of, any trademark or name that you wish to use as your registered Domain Names (“Domain Names”) and use as part of your uniform resource locator (“URL”).
If we undertake Domain Names and URL registration on behalf of you, you will reimburse us for any registration fees paid by Beaming to the Internet registration authorities. We do not guarantee that any Domain Names or URL requested by you will be available.
We may require you to select a replacement Domain Names or URL and may either refuse to provide or may suspend the Broadband Services if we reasonably believe that the Domain Names or URL is, or is likely to be, offensive, abusive, defamatory or obscene or in breach of the provisions of Clause 5
Any patents, design rights, know-how, copyrights, trademarks, the right to use software and all other similar proprietary rights (whether registered or unregistered) worldwide (“Intellectual Property Rights”) relating to the Broadband Services or arising during the development of the Broadband Services, belong to us or to a relevant third party.
The Content is protected by copyright, trademark and other Intellectual Property Rights, as applicable. You must not and must not permit anyone else to copy, store, modify, distribute externally, broadcast or publish any part of the Content, and the Content may only be used for your own purposes.
Where we provide software to you to enable you to use the Broadband Services (“Software”), we grant you a non-exclusive, non-transferable licence to use the Software solely for the term and purposes of the Agreement. You may need to sign agreements reasonably required by the owner of the copyright in the Software to protect the owner’s interest in that Software for you to be able to use the Software.
Except as permitted by applicable law or as expressly permitted under this Agreement you cannot de-compile or modify the Software, or copy the manuals or documentation.
We may offer updates or modifications to the Software or documentation and we will notify you of any applicable charges for such updates or modifications at the time we offer them to you.
Intellectual Property Right Indemnity
You will fully indemnify and hold us harmless against all claims and proceedings arising from infringement of any third party’s Intellectual Property Rights by reason of your use or publication of the Customer Information, the Content or Third Party Content.
Limitation of Liability
Nothing in this Agreement excludes each party’s liability with respect to death and personal injury resulting from the negligence of that party, its employees, agents or subcontractors or for fraudulent misrepresentation or under the tort of deceit.
Neither party shall be liable to the other, either in contract, tort (including negligence) or otherwise for direct or indirect loss of profits, business or anticipated savings, nor for any indirect or consequential loss or damage or for any destruction of data.
Subject to the Clauses contained above, our liability to you in contract, tort, negligence or otherwise arising out of or in connection with this Agreement shall for any one incident of series of related incidents be limited to the annual fees paid by you to us in the year in which the liability first arose.
We are under no obligation to edit, review or modify Customer Information or Third Party Content. However, we reserve the right to remove any Customer Information or Third Party Information without notice. For the avoidance of doubt we do not pro-actively monitor messages that you may post on our managed sites, but we reserve the right to remove such message at our sole discretion.
You acknowledge that in providing the Broadband Services we are not engaging in “investment business” (as defined in the Financial Services Act 1986 (FSA) nor is any Content intended to be an “investment advertisement” for FSA purposes.
We exclude all liability of any kind in respect of:
- Customer Information, Third Party Content, Content and any other material on the Internet which can be accessed using the Broadband Services and we are not responsible in any way for any goods (including software) or services provided by third parties advertised, sold or otherwise made available by means of the Broadband Services or on the Internet;
- the accuracy, completeness or suitability for any purpose of any Content; and
- the acts or omissions of other providers of telecommunications or Internet services (including Domain Name registration authorities) or for faults in or failures of their equipment.
13 Termination of this Agreement
We may at any time (whether during the Initial Period or otherwise) terminate this Agreement giving 30 days notice to you.
We may at our sole discretion terminate this Agreement or suspend the Broadband Services immediately, in the event that;
- we are directed by any competent authority to cease the provision of the Broadband Services or any part of it; or
- you fail to pay any charges for the Broadband Services; or
- any direct debit details submitted by you for payment are found not to be or cease to be valid; or
- if you use the Broadband Services in contravention of any of Clauses 5, 7, 9 and 17; or
- your contract with us or your telecoms provider for your direct analogue exchange line is terminated; or
- our contract with any third party who assists us in providing the Broadband Services to you is terminated; or
- we become aware of any breach of third party Intellectual Property Rights caused by the Customer Information or the Third Party Content.
If we suspend the Broadband Services in accordance with this Clause 13 paragraph 2, we may, at any time following such suspension (and if the circumstance in Clause 13 paragraph 2 remains) immediately terminate the Agreement.
You have the right to cancel this agreement by giving written notice within 14 days from the date of acceptance of this agreement. If we have supplied you with any Hardware you must either pay for the Hardware or return such Hardware to us (at our request) at your expense. We will refund you for any payment received from you for such Hardware if returned in perfect working order.
You may terminate this Agreement on giving at least 1 month’s notice, such notice to be effective no earlier than the end of the Initial Term (which is the first 3 months period from the Commencement Date). You must pay all Fees for the Broadband Services until the date on which the termination notice expires.
You may also terminate this Agreement at any time on giving at least 1 month’s notice if you move to a new address to which it is not possible to provide the Broadband Services on production of proof of your changed address.
Either party may terminate this Agreement immediately, on notice, if the other commits a material breach of this Agreement and fails to remedy the breach within 28 days of a written notice to do so.
Upon termination or expiration of this Agreement registration to any of our services or those of third parties provided in the course of and/or for the purposes of the Broadband Services will cease at such time as the provision of the Broadband Services ends.
14 Force Majeure
Neither party will be liable to the other for any failure to deliver the Broadband Services or for any breach by it of this Agreement, where such failure or breach is due to a reason outside the reasonable control of such party, including, but not limited to: lightning, exceptionally severe weather, fire, explosion, war, industrial disputes, government action or regulation or national or local emergency. If such failure to deliver continues for more than 3 months after the commencement of such failure, then either party may terminate this Agreement on notice in writing to the other party.
15 General Provisions
We may change the provisions of this Agreement (including the charges) at any time, provided that we will give you notice of the changes at least 14 days before the change is to take effect at which time you may terminate this Agreement if the change materially affects the Broadband Services.
This Agreement represents the entire understanding between the parties in relation to its subject matter and supersedes all agreements and representations made by either party, whether oral or written.
The parties acknowledge and agree that:
- the parties have not been induced to enter into this Agreement by any representation, warranty or other assurance not expressly incorporated into it; and
- in connection with this Agreement the parties’ only rights and remedies in relation to any representation, warranty or other assurance are for breach of this Agreement and that all other rights and remedies are excluded, except in the case of fraud.
This Agreement does not create any rights under the Contracts (Rights of Third Parties) Act 1999 that are enforceable by any person who is not a party to it but this does not affect any right or remedy of a third party which exists or is available apart from that Act.
Notices given under this Agreement must be in writing and may be delivered by hand, courier or first class post, by fax or e-mail to the following addresses:
East Sussex TN38 0DX
By Fax – 0800 082 2869
By Email – email@example.com
Neither party may assign sub-contract or transfer any of their rights or obligations under this Agreement without the prior written consent of the other party, except that Beaming may assign or transfer its rights and/or obligations to any Affiliate from time to time without the prior written consent of the Supplier.
If any part, term or provision of this Agreement is held to be illegal or unenforceable the validity or enforceability of the remainder of this Agreement will not be affected.
If either party delays in acting upon a breach of this Agreement that delay will not be regarded as a waiver of that breach. If either party waives a breach of this Agreement that waiver is limited to that particular breach.
This Agreement will be governed by and construed and interpreted in accordance with the law of England and Wales and the parties submit to the exclusive jurisdiction of the English Courts.
17 Acceptable Use Policy (AUP)
Beaming’s relationships with its customers, other networks, and ultimately its connectivity to the rest of the internet, require its customers to behave responsibly. Accordingly, Beaming cannot permit irresponsible behaviour by its customers, which could damage these relationships, Beaming’s network or the use of the internet by others.
Compliance with this Acceptable Use Policy is a contractual requirement. If you fail to do so, your service may be suspended or terminated.
Our Broadband Services may not be used for any of the following:
- The creation or transmission of any offensive, obscene or indecent images, data or other material, or any data capable of being resolved into obscene or indecent images or material;
- The creation or transmission of any material which is designed or likely to cause annoyance, inconvenience or needless anxiety;
- The creation or transmission of defamatory material;
- The transmission of material such that it infringes the copyright of another person;
- The transmission of unsolicited commercial or advertising material either to other network users, or to organisations connected to other networks, save where that material is embedded within, or is otherwise part of, a service to which the member of the organisation has chosen to subject
- Deliberate unauthorised access to facilities or services accessible via the network;
- Activities with any of the following characteristics:
- Wasting network resources;
- Corrupting or destroying other users’ data;
- Violating the privacy of other users;
- Disrupting the work of other users;
- Using the Network in a way that denies acceptable service to other users (for example, deliberate or non-deliberate overloading of access links or of switching equipment);
- Continuing to use an item of networking software or hardware after Beaming has requested that use cease because it is causing disruption to the correct functioning of its Network;
- Other misuse of the Network, such as the introduction of ‘viruses’;
Maintaining an open SMTP relay;
Sharing Logon Details
Beaming prohibits customers from sharing details.
Beaming prohibits the use of port scanning software on its services.
Sharing Internet Access on a Private Network or Running Personal SMTP Mail Servers
Some methods of sharing internet access or applications expose your external internet connection to other internet users, and enable them to send unsolicited bulk emails via your computer (known as SPAM).
As Beaming do not block any ports it is vital that you configure your network securely, you are fully responsible for security in your own network and failure to secure it properly will result in your disconnection from Beaming services.
Persistent heavy users of the service, who in Beaming’s reasonable opinion could be seen to be over-using their contended service, may at Beaming’s discretion find their available bandwidth restricted at certain times of the day.
50GB Exceeders: Business cases where one line is part of a multi site VPN or similar will be considered, traffic profiles and type will be taken into consideration. The data transfer of the combination of sites must not exceed 50GB per site. Non business traffic users will have to remain in the restricted daytime context.
100GB Exceeders: Business cases where one line is part of a multi site VPN or similar will be considered, traffic profiles and type will be taken into consideration. The data transfer of the combination of sites must not exceed 50GB per site .
Please email firstname.lastname@example.org to register an appeal against our decision.
18 Telephone Service
In this agreement (“Service”) means the provision of phone calls by the utilisation of carrier Pre-Selection (CPS). Beaming Limited (“Beaming”) agrees to provide the Service to the Customer and the Customer agrees to use the Service on the terms set out in this Agreement. The Customer agrees and understands that they continue to be billed by BT for their telephone line rental, unless they have signed up to Beaming line rental.
19 Line Rental
Beaming can transfer a customer’s BT line rental to Beaming, so that the customer has only one bill to pay for all telephony services. The transfer is like-for-like and Beaming will also bill for all existing Calling Features on the customer’s telephone line. Beaming line rental is only available to customers who have signed up for the Beaming Telephone Service.
The Agreement commences on the date you accept these terms (the “Commencement Date”) and will continue for an initial period of three months (the “Initial Period”) and indefinitely thereafter unless terminated earlier by either party in accordance with Clause 26 of this Agreement. Our acceptance of your application for Broadband services maybe subject to us performing a credit check on you and us being satisfied with the outcome of the credit check.
There is NO term requirement on this contract. If the customer wishes to change their service to any other provider, they are free to do so at any time.
If the Customer wishes to cancel this Agreement in whole or in part at any time, prior or subsequent to connection, Beaming will agree to accept such cancellation on the basis that the customer shall pay any outstanding bills for telephone calls made. If notification is not received from the customer and the customer continues to use the service, then the terms of this agreement will continue to apply. Beaming make no charges directly associated with cancellation or termination.
21 Autodialler Equipment
Beaming do not install autodialler equipment. The customer is responsible for arranging the removal of any existing telecom providers autodialler equipment to facilitate use of Beaming’s telephone service.
Pricing the Service shall be as stated in Beaming’s tariff list as current from time to time. All prices are inclusive of Value Added Tax and all prices are subject to change upon Beaming giving not less than thirty days prior written notice to the Customer.
All sums due to Beaming under this Agreement shall be paid in full by the Customer without any off-set whatsoever.
The Customer shall be invoiced monthly by Beaming for all charges under this Agreement plus Value Added Tax. Payment is due within fourteen days of the invoice date. The time of payment of all sums due to Beaming under this Agreement shall be of the essence of this Agreement. If payment in full is not received by Beaming upon the due date, Beaming shall be entitled to levy a late payment charge at a rate of 1.5% per month on any unpaid overdue balance.
All charges payable under this Agreement shall be calculated by reference to date recorded or logged by Beaming and not by reference to date recorded or logged by the Customer.
23 Use of the Telephone Service
The Customer undertakes to use the Service in accordance with such conditions as may be notified in writing to the Customer by Beaming from time to time.
24 Provision of Information
The Customer undertakes to promptly provide Beaming, free of charge, with all information and co-operation that Beaming may reasonably require to enable it to proceed without interruption with the performance of its obligations under this Agreement.
Nothing in this Agreement shall exclude or restrict Beaming’s liability for death or personal injury resulting from the negligence of Beaming or its employees while acting in the course of their employment.
Subject to Conditions in Clause 24, paragraph 3, Beaming shall be liable for the damage to the property of the Customer caused by any negligent act or omission of Beaming or its employees provided that such liability of Beaming in contract, tort or otherwise, including any liability for negligence, howsoever arising out of or in connection with the performance of Beaming’s obligations under this Agreement shall be limited to £5,000 for any one incident or £10,000 for any series of incidents arising from a common cause in the twelve month period.
Beaming shall not be liable to the Customer in contract, tort or otherwise, including any liability for negligence, for any loss of revenue, business, anticipated savings or profit or of any indirect or consequential loss, however arising.
In the event of any failure in the Service, Beaming shall not be liable to the Customer for any charges incurred by the Customer should the Customer divert its traffic to another carrier.
The provisions of this Condition 7 shall continue to apply notwithstanding the termination of this Agreement.
26 Availability of the Telephone Service
Beaming will use all reasonable endeavours to ensure that the Services are available for use by the Customer at all times.
27 Termination of the Telephone Service & Line Rental
Without prejudice to their rights under the Agreement Beaming and the Customer shall have the right to terminate this Agreement forthwith in the event that:
- the other party is in default in its performance or observance of any of its obligations under this Agreement, and, in the case of a remediable breach, fails to remedy the breach within a reasonable time specified by the non defaulting party in its written notice to do so: or
- an interim order is applied for or made, or a voluntary arrangement approved, or if a petition for bankruptcy order is presented or a bankruptcy order is made against the other party, or if a receiver or trustee in bankruptcy is appointed of the other party’s estate or a voluntary arrangement is proposed or approved or an administration order is made, or a receiver or administrative receiver is appointed or any of the party’s assets or undertaking or a winding-up resolution or petition is passed or presented (otherwise than for the purposes of reconstruction or amalgamation) or if any circumstances arise which entitle the court or creditor to appoint a receiver, administrative receiver or administrator to present a winding-up petition or made up a winding order.
Without prejudice to its other rights, Beaming shall have the right forthwith to terminate this Agreement by notice in writing to the Customer in the event that:
- the Customer fails to make any payment when it becomes due to Beaming; or
- Beaming’s licence expires or it is revoked; or
- a licence under which the Customer has the right to run its telecommunications system and connect it to the Beaming telephone service is revoked, amended or otherwise ceases to be valid and is not immediately replaced by another valid licence.
In the event of termination by Beaming under the clause 9 above, Beaming shall be entitled to recover from the Customer all costs, losses and expenses incurred by Beaming.
28 Suspension of the Telephone Service & Line Rental
Beaming may at its sole discretion elect to suspend forthwith the provision of the Service until further notice without liability to the Customer on notifying the Customer either orally, (confirming the same in writing) or in writing in the event that:
- the Customer is in breach of any term of this Agreement; or
- the Customer prevents or delays prearranged maintenance from being carried out; or
- the Customer is suspected, in Beaming’s reasonable opinion, of involvement with fraud or attempted fraud in connection with the use of the Service.
29 General Conditions of the Telephone Service & Line Rental
This Agreement may not be assigned in whole, or in part, by the Customer without the prior written consent of Beaming, such consent not be reasonably withheld.
Neither party shall be liable to the other for any loss or damage which may be suffered by the other party due to any cause beyond the first party’s reasonable control.
This Agreement represents the entire Agreement and understanding of the parties with respect to the subject matter hereof and supersedes all prior undertakings and representations, whether written or oral and this Agreement may only be modified if such modification is in writing and signed by Beaming and the Customer.
Failure by either party to exercise or enforce any right conferred by this Agreement shall not be deemed to be a waiver of any such right and not operate so as to bar the exercise or enforcement thereof, or of any other right on any later occasion.
Any notice, invoice or other document which may be given by either party under this Agreement shall be deemed to have been given if left or sent by post or facsimile transmission (confirming the same by post) to an address notified by the other party in writing as an address to which notices, invoices or other documents may be sent.
Beaming’s address for service of any notice hereunder shall be such address as appears on the last invoice rendered to the Customer or such other address as may be prescribed by Beaming for that purpose.
This Agreement shall be governed by and construed and interpreted in accordance with English law and the parties hereby submit to the exclusive jurisdiction of the English Courts.
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