 |
Article 1 - Definitions |
| |
|
|
| 1.1 |
Defects: defects affecting the functioning of the installation and which are not due to an external cause. |
|
|
| 1.2 |
Service: permanent offer of a wireless communication system offering access to the broadband internet, and all related services (information, publicity, …) regardless of the fact whether these are offered by Telenet or by third parties in connection with Telenet. |
|
|
| 1.3 |
End user: the natural or legal person who will legally make use of the Service at the Location(s). |
|
|
| 1.4 |
Installation date: the proposed date for the installation of the Service as defined per Location in the Order Form. |
|
|
| 1.5 |
Contract: the present General Terms and Conditions Telenet Hotspot, the Order Form and any appendices and ammendments. |
|
|
| 1.6 |
Practical Modalities: the practical modalities as described on the Telenet website, www.telenethotspot.be. The Customer acknowledges to know and to accept the Practical Modalities. Telenet will have the right to adjust the Practical Modalities to any changed circumstances at all times. |
|
|
| 1.7 |
Location: the space, premises, rooms where the Service will be delivered. |
|
|
| 1.8 |
Home page: web page that the End Users will see in the Location(s) before they are able to make use of the Service. |
|
|
| 1.9 |
Equipment: the goods as listed in the Order Form, under the title ‘Equipment’. |
|
| |
|
|
Article 2 - Object |
| |
|
|
| 2.1 |
Telenet will take care of the Equipment installation at the Location(s) (article 3), will render the Service to the End Users at the Location(s) (article 5) and will deliver maintenance services (article 6) in compliance with the condition of the present Contract. |
|
| |
|
|
Article 3 - Installation and Equipment |
| |
|
|
| 3.1 |
Telenet will install the Equipment at the Location (the installation) and will put it at the disposal of the Customer for the price and according to the conditions of the present Contract. |
|
|
| 3.2 |
The Customer will put suitable, clean, dry premises with ambient temperature at Telenet’s disposal for the installation and protection of the equipment in accordance with the valid prescriptions. |
|
|
| 3.3 |
Parties concerned will do their utmost to have the installation working as of the installation date. However, this date is only give as an indication. |
|
|
| 3.4 |
Any modification to the installation will form the object of an additional Order Form. The following are meant with “modification” to the installation :
|
|
 |
any increase or decrease of the installation’s capacity; |
|
|
|
any relocation or movement of the Equipment; |
|
|
|
any partial renewal or change of any nature. |
|
|
The price as mentioned in article 3.1 will be adjusted in function of the modification. The adjusted price will be applicable as of the month following the modification. |
|
|
| 3.5 |
Any modifications must be ordered from Telenet in writing and/or carried out under the supervision of Telenet. |
|
|
| 3.6 |
A separate invoice will be drawn up for any performance not explicitly covered by the Order Form at the prices and conditions valid at the time of execution. The Customer will be informed thereof beforehand. |
|
|
| 3.7 |
The installation will take place during Telenet’s normal working hours, as defined in the Practical Modalities. |
|
|
| 3.8 |
The Customer will see to it that Telenet has access to the installation during normal working hours as defined in the Practical Modalities. Furthermore, he will put all required means at Telenet’s disposal for access to all parts of the installation at any give time. |
|
|
| 3.9 |
The Customer may not connect any other material to the Equipment than material rented and/or sold to him by Telenet and installed by Telenet, except with the explicit permission of Telenet. |
|
| |
|
|
Article 4 - Warranties on the equipment delivered and sold by Telenet |
| |
|
|
| 4.1 |
The warranty period will be 12 consecutive months as of the Installation Date. |
|
|
| 4.2 |
The warranty will apply only to material delivered, installed and maintained by Telenet. Are covered by the warranty: replacement parts and working hours in the workshop or on site. |
|
|
| 4.3 |
The exceptions listed in article 7 of the present Contract will be excluded from the warranty. |
|
| |
|
|
Article 5 - Services |
| |
|
|
| 5.1 |
Telenet will deliver the Service to the End User in the Location(s) via the Equipment, in accordance with the stipulations and tariffs which are valid at that time. Telenet will at any given time have the right to adjust the Price for the Service according to the actual market circumstances. |
|
|
| 5.2 |
The Customer will in no way limit the use of the Service by the End User. |
|
|
| 5.3 |
The content and characteristics of the Home Page will be determined in collaboration with the Customer. Telenet will have the right to make publicity via the Home Page. Any income from such publicity will exclusively be Telenet’s. |
|
|
| 5.4 |
The Customer will pay for the disposal of the Equipment and any related services and installation expenses and/or a contribution as mentioned in the Order Form. |
|
|
| 5.5 |
The Customer will have the Equipment maintained solely by Telenet. The conditions of Article 6 – Maintenance will be applicable on maintenance services. |
|
|
| 5.6 |
The Customer will actively promote the Service towards the End Users and make optimal use of the marketing material delivered by Telenet. The Customer will commit himself among others to display the marketing material clearly visible at the Location. Any specific marketing activities of the Customer should be presented previously for approval to Telenet. |
|
|
| 5.7 |
The Customer will inform Telenet in time if there are insufficient credit cards at a certain Location. |
|
| |
|
|
Article 6 - Maintenance & Service |
| |
|
|
| 6.1 |
The maintenance includes diagnosis, localising and repair of Defects to the Equipment and replacement of defective parts. The maintenance will be carried out according to market conditions, unless the Customer has signed a maintenance contract with Telenet. In that case, the maintenance price is included in the contributions paid by the Customer. |
|
|
| 6.2 |
Maintenance can be carried out from a remote location or at the Customer’s premises. |
|
|
| 6.3 |
Major Defects are Defects which are seriously hindering the working of the Equipment, among others lack of internet connection of defective hardware. |
|
|
| 6.4 |
Minor Defects are any other Defects which are not Major Defects. |
|
|
| 6.5 |
Maintenance will be carried out during normal working hours, as defined in the Practical Modalities. |
|
|
| 6.6 |
Any request for interventions will be carried out as defined in the Practical Modalities. |
|
|
| 6.7 |
Telenet will commit itself to remotely supervise the Customer’s Equipment and to undertake the action as defined in the Practical Modalities. The Customer will commit himself to grant Telenet remote access to the Equipment and to always power the Equipment (24h/24h, 7d/7d). |
|
|
| 6.8 |
Telenet will commit itself to carry out or have carried out any necessary works to solve any Defects in the framework of the normal use of the Equipment, with due diligence. Telenet will further commit itself to use all reasonable means to solve the Defect as soon as possible, as defined in the Practical Modalities. |
|
| |
|
|
Article 7 - Exceptions |
| |
|
|
| |
Regardless of the fact whether the Customer has a maintenance contract or not, the following expenses are at the Customer’s expense at the tariffs valid at the time of delivering.
|
|
| a. |
any expense for renewed activation and/or renewal of the Equipment which has become defective due to external circumstances, such as (i) climatological, atmospherical or weather conditions, (ii) acts by the Customer or third parties, (iii) disturbances of power or communication networks, (iv) radiation or vapours; |
|
|
| b. |
the expenses for the purchase and installation of air-conditioning appliances; |
|
|
| c. |
compensations and taxes of whatever nature, such as taxes on among others energy consumption; |
|
|
| d. |
compensations for :
|
|
|
any performances, carried out out of normal working hours (see Practical Modalities), |
|
|
|
any performances in case of take-over by the Customer of an existing Location; |
|
|
|
any performance required by a net operator or service company or prescribed by BIPT and/or national and/or European authorities, |
|
|
|
any performances related to the modifications or adjustments of the Equipment caused by external causes or events for which nor the manufacturer and/or the installer can be put liable, |
|
|
|
any performances following a modification applied by the Customer or a third party which has not been approved by Telenet; |
|
|
|
| e. |
the expenses for the sending of material to Telenet for reparation or replacement, including any expenses resulting from damages or loss during transport. |
|
|
| |
|
|
Article 8 - Compensation by the End User |
| |
|
|
| 8.1 |
The End User will pay the Service via the Customer or via the Telenet Home Page. Any invoice from Telenet will be considered payable at the date the invoice was drawn up, that is at the ‘Invoice Date’ and will be payable within thirty days following the Invoice Date (the ‘Due Date’) net and without any discount, except for any written difference in the invoice or accepted in writing by Telenet. |
|
|
| 8.2 |
For every Wireless Internet Access-card the Customer has purchased, he will receive a compensation as stipulated on the Order Form. This compensation will be adjusted annually according to the market circumstances. |
|
|
| 8.3 |
Telenet will reserve the right to impose a minimum purchase obligation for every kind of credit card. |
|
| |
|
|
Article 9 - Exclusivity |
| |
|
|
| 9.1 |
The Equipment may only be used for the duration of the Contract for offering the Service of Internet. |
|
|
| 9.2 |
The Customer may not offer or have offered any competitive services to the public at the Location as long as the Contract is valid. |
|
|
| 9.3 |
Telenet has the right to put the Equipment at the disposal at the Locations to End Users who are connected with other operators than Telenet. To that end, Telenet may conclude agreements with such other operators in its own name and for its own account. Within this framework, address data from the Location may also be included in the web site or in other publications of Telenet or the operators Telenet has concluded agreements with. |
|
| |
|
|
Article 10 - Divisibility |
| |
|
|
| |
The termination of the Contract for one or more Locations will in no way end the Contract as regards the other Location(s). All stipulations of the Contract will remain applicable mutatis mutandis for the remaining Location(s). |
|
| |
|
|
Article 11 - Indivisibility of the agreement |
| |
|
|
| |
The Order Form and the General Terms and Conditions Telenet Hotspot will form the complete Contract. The Contract will form the complete agreement and will replace any previous written or oral engagement, agreement, offer, correspondence or any previous proposal regarding the object of the Contract. Adjustments or modifications to the present Contract require a written form. |
|
| |
|
|
Article 12 - Liability |
| |
|
|
| 12.1 |
Among others, the Customer is responsible for (i) putting suitable and lockable premises at the disposal for the reliable protection of the Equipment against external factors; (ii) indicating the exact location of all visible and non-visible electricity, gas and water pipes at the Location prior to the installation; (iii) demanding the required urban and administrative permits for the installation; (iv) demanding all permits from co-owners, tenants, renters, usufructers and all claimants regarding the Location; (v) checking in general that all public and moral regulations are complied with by the End Users who are using the Service at the Location, without however taking knowledge of the exact content of the communications by the End User. The Customer will safeguard Telenet against the following.
The Customer will guard the Equipment with due diligence and protect it in the same way as the Customer applies at least for his own Equipment. In case of failure in doing so, the Customer will have to pay all expenses for maintenance and repair caused by non-compliance with these obligations by the Customer. |
|
|
| 12.2 |
Parties concerned are aware that the use of the Installation can be influence by external factors such as but not limited to, physical and atmospherical conditions, appliances used by the Customer or the End User, networks of other communication providers, interconnection problems etc. These factors can influence the connection or the quality thereof. Telenet will take all reasonable measures to limit the influence of any such factors, but will not be held responsible if a connection cannot be made or maintained, or if the quality of the Service would be affected. Telenet will not be liable for any influence or for any defects in the Customer’s material. |
|
|
| 12.3 |
Without harming the rules concerning the liability as defined in the present Contract, the parties’ liability will be subject to the common law, however without Telenet being forced to compensate the Customer, not even in the event of a serious mistake, for indirect or consequential damage, including loss of profit, loss of chances and absolutely unpredictable damage, except in case of intent.
Except in case of decease or physical harm, the amount of the compensation and interests, Telenet will be due to the Customer will be limited to 50,000 Euro per case and per year. |
|
| |
|
|
Article 13 - Duration, cancellation and early termination of the Contract |
| |
|
|
| 13.1 |
The duration of the Contract will be determined in the Order Form. Notwithstanding any other stipulation, each Contract will be signed for a period of at least one (1) year, commencing on the installation date of this Service. It will be prolonged tacitly for consequent periods of at least one year as long as no written notice of termination has been received at the last day of the sixth month before the Contract anniversary. |
|
|
| 13.2 |
In case of force majeure (such as loss of any declaration, registration, admission or permit or the refusal of a permit) the execution of the Contract for the Locations affected by the force majeure, will be suspended. In case the force majeure will last for more than 30 calendar days, each of the Parties concerned will have the right to terminate the Contract for the Locations affected by the force majeure, without any of the Parties being obliged to pay any compensation to the other Party. |
|
|
| 13.3 |
The Customer will have the right to prematurely terminate the Contract without any compensation to Telenet (i) in case use of the Service will be made impossible due to a Defect for an uninterrupted period of more than 30 calendar days or (ii) if Telenet should violate one of its essential obligations according to the present Contract and any such violations should not have been stopped 20 calendar days following a written notification. |
|
|
| 13.4 |
Telenet will have the right to terminate the Contract without being obliged to pay the Customer any compensation (i) in case of a violation by the Customer of any of his obligations according to the Contract and in case this violation is not stopped within 10 calendar days following a written notification; (ii) at any time with a written notification of termination with a notice of six months; (iii) in the event that the Customer should be or become a related company (in the sense of article 11 of the Law on Commercial Companies) of an operator of electronic communication networks and/or of a company offering electronic communication network services which are competitors of the Telenet services (offered by a related company); (iv) in the event that after carrying out a site survey, it should become obvious that the expenses for the installation of the Equipment are higher than the expenses for an average installation. |
|
|
| 13.5 |
In case of wrongful premature termination of the Contract by the Customer or in case of termination by Telenet for contractual shortcomings of the Customer, the latter will be obliged to pay a fixed compensation per Location, notwithstanding any higher compensation, which will be calculated as follows: the number of months the Contract is prematurely terminated divided by the planned duration of the Contract in months, multiplied by the Installation expenses per Location. ‘Installation Expenses’ are the actual expenses made by Telenet for the installation and activation of the Locations. |
|
|
| 13.6 |
In the event that the Customer should offer or have offered similar services at the Location(s) by competitors of Telenet within one year following the termination of the Contract, he will, notwithstanding any possible higher compensation, be obliged to pay a fixed compensation for selling off to Telenet, corresponding with four times the turnover at the Location(s) for the past 12 months (or shorter if the Contract was terminated within 12 months) for which Telenet has offered the Service, with a minimum of 5,000 Euro. For the application of this paragraph ‘Turnover’ is defined as the total price paid by all End Users for the services they have effectively used at the Location(s) concerned. |
|
|
| 13.7 |
After termination of the Contract, Telenet will remove the Equipment from the Location. Telenet will do its utmost not to damage the Location in doing so. Telenet will however not be responsible to restore the Location in its original state. |
|
| |
|
|
Article 14 - Transfer and subcontracting |
| |
|
|
| 14.1 |
The Customer may not transfer any of the duties and obligations resulting from the Contract to third parties - in no way whatsoever - without the prior written approval of Telenet. |
|
|
| 14.2 |
Telenet however has the right to freely transfer the present Contract (completely or partially) to any of its related companies (for example via fusion, division, contribution of company branch, or take-over). Telenet will also have the right to involve third parties to carry out the present Contract (for example as subcontractors). |
|
| |
|
|
Article 15 – Applicable law and jurisdiction |
| |
|
|
| |
The present Contract will be governed by Belgian Law. Any dispute resulting from the present Contract will be subject to the exclusive competence of the courts of the registered seat of Telenet N.V. |
|
|