Main Terms & Conditions
Main Terms and Conditions
Internet Central Limited
1. For the purposes of the document the terms defined below have the meanings specified:-
(a) the "Agreement" is these terms, together with any individual product / service terms (see Annexes below) or specific service level agreement (SLA) / AUP directly associated with a particular Internet Central Limited service or contract, and constitute the entire and only agreement between Internet Central Limited and the User Organisation (including its designated users) with respect to the Service and supersede all other communications and agreements with regard to the subject matter hereof.
- Annex - Domain Name Services
- Annex - Ethernet Services
- Annex - IC-air Terms
- Annex - IP Voice Services Terms (IPVS)
- Annex - Line & Calls Terms
- Annex - SLA & Service Credits
- Annex - System in a box terms
- Annex - VM and Colocation Terms
- Annex - Web Hosting Terms
- Annex - SIP Trunks
- Annex - IC-Talk HC
(b) the "Service" consists of Email Services, Domain Name Services , Dial (modem/ISDN), Fixed Line, IC-Air, Broadband (including ADSL, SHDSL, VDSL and other technologies) Web Hosting, Voice / VoIP and other services provided by Internet Central Ltd.
(c) the "User Organisation" or "Customer" is the company or individual signing or agreeing to take services from the Company and accepting this agreement either verbally or electronically.
(d) the "Company" or "IC" means Internet Central Limited, Ivy House Foundry, Leek Road, Hanley, Stoke-on-Trent ST1 3NR registered in England No. 03079542
(e) "IC Corporate Marks" means the registered or unregistered trade marks and service marks, house marks and marks of ownership, trading names brand names, distinctive colour schemes, devices, styles, emblems and other manifestations associated with IC including the logotype comprising the letters IC and the IC sphere logo’s and/or the letters IC and the connected world device and/or any elements of these marks.
(f) "IC Group Company" means a IC subsidiary or holding company, including without limitation a holding company of IC or any subsidiary of any such holding company, all as defined by Section 1159 of the Companies Act, 2006.
(g) "IC Helpdesk" means the helpdesk for the Service.
(h) "IC Website" means the website located at URL www.ic.co.uk or such other website or URL as IC may notify the Customer from time to time.
(i) "MBORC" means a matter beyond a party’s reasonable control including, but not limited to (a) act of God; (b) lightning; (c) flood; (d) exceptionally severe weather; (e) subsidence; (f) fire; (g) explosion; (h) war; (i) civil disorder; (j) national or local emergency; (k) statutory obligation; (l) industrial disputes (including industrial disputes involving that party’s own employees, provided that such party has taken all reasonable steps to prevent and or resolve such industrial disputes from arising; (m) delay or failure of that party’s supplier(s); (n) delay or failure or rationing of energy supplies; (o) acts or omissions of local or of central government or of other competent authorities; (p) acts or omissions of persons for whom a party is not responsible; or any other cause whether similar or dissimilar outside its reasonable control.
(j) "Intellectual Property Right(s)" means any patent, petty patent, registered design, copyright, design right, database right, rights in designs, invention, semiconductor topography right, know-how, or any similar right exercisable in any part of the world and shall include any applications for the registration of any patents or designs.
(k) "IP" means internet protocol.
(l) "IP Access Circuit" means an IP circuit used to carry IP traffic, i.e. Broadband, which IC allows to be used with the service as detailed in the Product Handbook
(m) "IP Network" means a telecommunications network operated on IP.
(n) "Liability and Liabilities" means all awards, compensation, costs, expenses, losses, liabilities, damages, claims, proceedings, awards, fines, orders, demands, actions, payments by way of settlement, penalties, tribunal awards and other liabilities (including legal and other professional fees and expenses on an indemnity basis) whenever or howsoever arising or brought.
(o) "Reseller" means those customers of IC who resell the Service to their End Users.
(p) "Works" means consultancy, IT engineering, IT and IT equipment/cabling installation, removal or configuration.
2. Use of Services or Purchase of Hardware or Services from IC will automatically assume acceptance and agreement by the Customer to this Agreement which is publically displayed on the IC Website and referenced on all orders and web ordering pages for the avoidance of doubt.
3. Except as defined in the particular contract, the Company may modify this Agreement or prices, and may discontinue or revise any or all other aspects of the Service at its sole discretion. Should any price modification be required within the minimum contract period and the average use charges increases in any one calendar year by more than a cumulative 10 percent above the Retail Price Index then the customer reserves the right to cancel the service before the new terms are effected.
Such changes and notices will be communicated to the Customer via either the www.ic.co.uk website, email, invoice, letter or a combination thereof.
4. Internet Central may vary its terms and conditions from time to time at its sole discretion. Internet Central assumes no liability for these changes. All up-to-date terms and conditions shall be displayed on Internet Central’s website and shall be deemed to be the current terms and conditions unless explicitly stated in the customer’s specific agreement. It remains the customer’s responsibility to access and check these terms and conditions whenever you access Internet Central’s website. Continued use of service if any terms and conditions have been changed will automatically assume acceptance of the changes and agreement by the Customer to the above effect.
5. Unless otherwise agreed, User Organisations right to use the Service is not transferable and is subject to any limits established by the Company.
6. The Company exercises no control whatsoever over the content of the information passing through The Company’s Service and specifically denies any responsibility for the accuracy or quality of information obtained
7. The Company’s Service may only be used for lawful purposes. The User Organisation should note the conditions of telephone service networks connected to the Company’s Service must comply with the rules applicable to use of that other network.
8. User Organisation agrees to indemnify the Company against liability for any and all use of the User Organisation’s account.
9. The Company offers global connectivity to CIX-connected networks, the full range of European connected networks, and in the UK to all UK members of Linx for Internet Services.
10. The Company cannot be held liable for loss of Service resulting from breakdown, misconfiguration, or other failure, on equipment not controlled by the Company or as a result of any event beyond our reasonable control (see MBORC).
11. Unless agreed otherwise in a Service agreement, the Company provides bandwidth on an as-available basis. (The network is monitored and sized to provide fast access at all times, but it cannot be guaranteed, e.g. under hypothetical conditions if 100% of the Company’s customers were to connect and make 100% usage of every link bandwidth). User Organisation’s bandwidth and other resource consumption must be commensurate with the service type taken, (e.g. the Dial-up customers do not dial-up for 24 hours day/7 days a week).
12. The User Organisation is assumed to be competent in making and maintaining an Internet connection, including where applicable Internet / IP / DNS / Email / System / Firewall / AntiVirus / network administration.
In particular, use by the User Organisation of Video / Telephony / File sharing applications over the Internet/Network, relying on UDP protocol transfers including but not limited to Peer to Peer, are to be performed with the utmost care and consideration of the company’s network infrastructure.
Where such administration is inadequate to prevent damaging traffic or effects on the Company’s network or external Internet, the company reserves the right to unilaterally apply packet filtering/blocking and other means to limit such damage or effects.
The User Organisation is liable for all expenses incurred by the company as a result of neglect, incompetence, wilful malice, or other inappropriate behaviour or Internet/DNS/system administration on the User Organisation’s part, including but not limited to legal fees, technical fees and loss of income.
13. The Company will provide support for the service. This will normally be by telephone Monday to Friday from 0700 to 1800 and Saturday 0900 to 1300 except public holidays or company shutdown periods as displayed on our web site. Support and consultancy services may be provided additionally to this agreement as specified in a particular contract or service level agreement.
14. Use of distribution lists in electronic mail or other mass electronic mailings is to be done with utmost care, and blanket, non-focused mailings are not permitted. It is expressly prohibited for you to operate an open email relay or allow other organisations to use your mail systems for any such purposes.
15. Due to the nature of the Internet, all email/data to be sent outside of the company’s internal infrastructure network is at the responsibility of the User Organisation. The Company is not liable for protection or privacy of electronic mail and information transferred through the Internet.
16. User Organisation is responsible for and must provide all telephone and other equipment and services necessary to access the Service, unless provided as part of a Company service package. Any access equipment provided by the company shall remain the property of the company and any damage/loss/misuse of the equipment will render the customer liable for any costs incurred.
17. In the case of Fixed Line connections / non data volume limited or dedicated connectivity, the User Organisation is required to upgrade to a higher speed Company Service, incurring the relevant Company and third party costs associated with this, when the traffic on the connection between the Company and the User Organisation is over 60% loaded, measured as an average over a month, for full 24 hours. In any other service the company reserves the right to suspend, restrict or filter the service as appropriate.
18. User Organisation shall pay, in accordance with the Company service used, any registration or quarterly fees, connect time charges, international traffic charges, call charges, data usage charges or any other charges incurred by the User Organisation or its designated users at the rates in effect for the billing period in which those charges are incurred, including but not limited to any surcharges incurred while using any supplemental networks or services other than the Service.
19. User Organisation expressly agrees that use of the service is at User Organisation’s sole risk. Neither the company nor any of its re-sellers, agents, information providers, licensers or employees make any warranty as to the results to be obtained from use of the Service.
The Service is distributed on an "as is" basis without warranties of any kind, either expressed or implied, including but not limited to warranties of title or implied warranties of merchant ability or fitness for a particular purpose, other than those warranties which are implied by and incapable of exclusion, restriction, or modification under the law applicable to this agreement. Neither the Company nor anyone else involved in creating, producing or delivering the service shall be liable for any direct, indirect, incidental, special or consequential damages arising out of use of the Service or inability to use the Service or out of any breach of any warranty.
20. The provisions of section 18 is for the benefit of the Company and their respective service Providers, Licensers, Employees and Agents, and each shall have the right to assert and enforce such provisions directly on their own behalf.
21. This agreement is, and shall be governed by and construed in accordance with the law of England applicable to agreements, made and performed in England. Any cause of action of User Organisation or its designated users with respect to the Service must be instituted within one year after the claim or cause of action has arisen or be barred.
22. User Organisation’s account will be charged for services provided under this Agreement as follows:
a. All set-up fees, initial rental and any equipment/software costs will be invoiced immediately on acceptance of the Service and will be payable within 14 days.
b. Unless otherwise stated in a specific contract or service level agreement (SLA) fixed Subscription/Rental fees will be paid monthly/quarterly by Direct Debit in advance or annually in advance VAT invoices will be issued on request via email. Usage based fees will be invoiced following the end of the month in which the service is provided, and payment taken by Direct Debit within 14 days from invoice date.
c. The Company reserves the right to suspend service if payment is not received in full within the above. In the event of suspension of service all fee’s for the remaining service term become payable with immediate effect, the company reserves the right to charge re-connection fees for resumption of service. The User Organisation will be liable and shall reimburse and indemnify the Company for any costs associated or incurred by the Company incurred as a result of any such actions, including but not limited to legal and professional fees.
d. The customer shall not be entitled to delay or withhold payment or claim or set off against any payment due hereunder in respect of any claim or complaint, which the customer may have for any reason whatsoever. Any payments made by the Customer to the Company, including payments made for other services that the Customer may receive from the Company, may be applied by the Company as it deems fit.
e. The Customer agrees that the Company may make credit status enquiries. Subject to credit status, the Company may require a pre-payment or non-interest bearing deposit.
23. User Organisation may cancel any Service subject to the following Cancellation Notice Period following the completion of any minimum contract term being completed or as specified in a specific contract, service level agreement (SLA) or service description document:-
Standard Service Cancellation Notice Period(s)
• Analogue Phone Line / Dial (modem/ISDN) / Email & Shared Hosting Services / ADSL Broadband - 1 month
• Domain Names at any time at least 3 months prior to renewal date
• Ethernet Connect / Fixed Lines / IC-Air / SHDSL - 3 months
• Dedicated & Virtual Server Hosting - 3 months
• Bundled Service Packages - 3 months
EXAMPLE: If you subscribed to a bundled service on a 24 month contract the minimum term will be 24 months and to cease at the end of this initial period you should notify us in writing 3 months before the end of the term. Notification is deemed to be served upon acknowledgement of receipt of such notice from IC.
24. Notwithstanding any acknowledgement of a User Organisation purchase order by the Company, any provision or condition in any purchase order, voucher, or other memorandum of the User Organisation which is any way inconsistent with, or adds to, the provisions of this agreement is null and void. Neither the course of conduct between parties, nor trade practice shall act to modify the provisions of this Agreement. If any provision of this Agreement is determined to be invalid, all other provisions shall remain in full force and effect. The provisions of paragraph 14 and 19 and all obligations of and restrictions on User Organisation and its designated users shall survive any termination of this Agreement.
25. The Company, at its sole discretion, may terminate the Agreement immediately or suspend User Organisation’s access to the service upon any breach of this membership Agreement by User Organisation, by sole judgment of the Company that User may be performing activities harmful to the Company or its User Organisations, employees, vendors, business relationships or any other users of the Internet/Network or that are unlawful.
26. Non-enforcement of any section of this Agreement does not constitute consent and the Company reserves the right to enforce this Agreement at its sole discretion. Neither party’s liability in respect of death or personal injury caused by or arising from that party’s negligence is affected by anything in this Agreement.
27. If any one or more paragraphs in this Agreement is found to be unenforceable or invalid, User Organisation’s and the Company agreement on all other paragraphs shall remain valid.
29. Equipment and Software supplied by the company remains the property of the company and the User Organisation agrees to return the equipment or software in the condition supplied with all packaging upon request or pay the full cost of that item.
30. Where equipment is sold to the User Organisation the equipment remains the property of the Company until paid for in full. When equipment is sold to the User Organisation the equipment is sold with the manufacturer’s warranty only and unless specified otherwise will be subject to the manufacturers terms and conditions. In the event of a fault on equipment supplied within the manufacturer’s warranty period unless otherwise specified at time of order or by the terms and conditions from the manufacturer the equipment should be returned to Internet Central for return to the manufacturer for repair or replacement.
31. Where software is supplied the publisher’s terms and conditions apply, no software may be returned for refund once the packaging has been opened or the software installed. If the software media is faulty this will be replaced within 7 days of supply and after this period a charge may be levied.
32. Domain registration services are supplied and the terms and conditions of the appropriate ICANN approved registrar apply. Please see the Annex - Domain Name Services for specific terms.
33. Web site hosting services are provided subject to acceptance of our Web Hosting acceptable usage policy, which is located on this section of the web site, uploading and use of these services assumes acceptance of these terms.
34. Server hosting is subject to these terms and conditions of connectivity supply and support, servers will be housed in one of our network centres and provided with power and connected via UPS in an air-conditioned environment. Unless otherwise agreed normal support hours will apply and support will apply for the Ethernet connection to the server and Internet access to that point only. The customer is responsible for all maintenance and insurance for any server supplied.
35. Mobile connections and contracts are subject the acceptance of the terms of the operators network www.ee.co.uk/terms IC will connect the customer to the chosen network upon receipt of connection authority form and the customer acknowledges this is a binding contract subject to the operators terms.
36. If for any reason works undertaken or services delivered fail to meet the specification, any damages claims shall be limited to the value of such parts of the works or services that failed to meet specification.
37. IC nor the customer shall be liable to each other for any:
- Loss of profits;
- Loss of business;
- Loss of revenue;
- Loss or damage to goodwill;
- Legal costs;
- Unutilised labour;
- Any indirect, third party, special or consequential loss or damage.
38. Neither party shall have any liability under or be deemed to be in breach of the agreement for delays or failures in performance of the agreement, which are the result of circumstances beyond the reasonable control of the affected party.
39. Where IC has supplied equipment not as part of an inclusive service, IC shall replace or repair supplied goods found to be defective within the warranty period. This undertaking to repair or replace is subject to the customer retrieving the defective goods free of charge and delivering to IC or its representatives. Retrieval and reinstatement will be the responsibility of the customer and the customers cost.
Document revision 6.8 03/12/2014