1. TERM
1.1
The following provisions of this Schedule 5 shall apply to the provision of internet access connectivity and must be read in conjunction with the CFA.
1.2
The Minimum Term shall be the period beginning on the Commencement Date and ending on the fifth anniversary of the Commencement Date, unless otherwise specified in the CFA.
1.3
Subject to paragraph 1.4, the Contract may be terminated by either party giving to the other party not less than 90 days’ written notice, and if no such notice is given, the Contract shall automatically continue for an additional term of 12 months (“Additional Term”) following the end of the Minimum Term. Any notice given under this paragraph 1.3 must terminate upon the expiry of the Minimum Term or any Additional Term.
1.4
In the case of any Consumer or Small Business Customer, such renewal of the Additional Term shall be subject to DuoCall first obtaining from the Consumer or Small Business Customer (as the case may be) their express agreement in relation to each Additional Term to be entered into.
1.5
The Customer must not use the services provided under this Schedule 5:
1.5.1
in a way that does not comply with the terms of any legislation or any licence applicable to the Customer or that is any way unlawful or fraudulent or has any unlawful or fraudulent purpose or effect;
1.5.2
to send or procure the sending of any unsolicited advertising or promotional material other than in material sent by the Customer to its own customers;
1.5.3
in a way that does not comply with any instructions that DuoCall has given;
1.5.4
in a way that in DuoCall’s reasonable opinion could materially affect the quality of any service provided by DuoCall;
1.5.5
in any way that is in breach of DuoCall’s Acceptable Use Policy in force from time to time; or
1.5.6
in a way that in DuoCall’s reasonable opinion could affect the experience of other users, including persistent heavy use of the service.
1.6
DuoCall will be entitled to suspend the Service or terminate this Agreement where DuoCall, in its absolute discretion, believes that the Customer is in breach of any provisions of paragraph 1.5.
1.7
DuoCall shall not be liable to the Customer under any circumstances in the event that damage is caused to the Customer’s systems or business by viruses, Trojan horses, worms, time-bombs, logic bombs, keystroke loggers, spyware, adware, any other material or program that is malicious or technologically harmful or similar computer code designed adversely to affect the operation of any computer software or hardware in the event that the Customer’s own network has been breached, the Customer has not complied with DuoCall’s Acceptable Use Policy in force from time to time or the Customer has not complied with any reasonable advice, recommendations or instructions issued by DuoCall in relation to the supply of Deliverables from time to time, including in relation to the installation of anti-virus software. The Customer acknowledges that it is technically impracticable to provide a fault free service and DuoCall does not undertake to do so.
2. INTERNET ACCESS CONNECTIVITY
2.1
The fee for Internet Access connectivity is the monthly service fee set out in the CFA.
2.2
The Internet Access shall utilise the physical and logical infrastructure to provide to the Customer the ability to transmit Internet Protocol (IP) traffic between a single site in the United Kingdom and the global internet infrastructure and includes all ADSL, FTTC, EoFTTC, SDSL, Leased Line, EFM and Ethernet products.
2.3
If the Customer terminates the Internet Access service before it is entitled to do so under paragraph 1.3, the Customer will remain liable to pay the monthly service fee until the end of the Minimum Term or the current Additional Term, as the case may be, or £99, whichever is the greater. The monthly service fee is payable in addition to any other monies payable under the Contract.
3. INTERNET ACCESS SUPPORT
3.1
The fee for Internet Access Connectivity support services (“Support Services”) is the monthly support service fee set out in the CFA.
3.2
The particular Support Services which are provided by DuoCall will be set out in the CFA.
3.3
If the Customer terminates the receipt of the Support Services before it is entitled to do so under paragraph 1.3, the Customer will remain liable to pay the monthly service fee until the end of the Minimum Term or the current Additional Term, as the case may be, or £99, whichever is the greater. The monthly service fee is payable in addition to any other monies payable under the Contract.
3.4
Unless otherwise specified in the CFA, Support Services are available during normal business hours which is, unless DuoCall notifies the Customer otherwise, between 8:30am and 5:30pm, Monday to Friday (excluding any day which is not a Business Day). Any Support Services provided outside of these hours will be charged at the basis set out in the CFA or, if there are none, the applicable charges set out in DuoCall’s Price List.
3.5
As a condition of receiving Support Services, the Customer must:
3.5.1
provide any information that is reasonably requested by DuoCall in a timely manner, and ensure that such information is complete and accurate to the best of the Customer’s knowledge;
3.5.2
comply and co-operate with all of DuoCall’s reasonable instructions issued to it from time to time; and
3.5.3
provide any remote or physical access to the relevant systems and equipment as is reasonably required by DuoCall, for the purpose of providing Support Services under the Contract.
3.6
The Customer acknowledges that during any healthcheck, survey or in the course of providing Support Services, DuoCall will require access to the Customer’s computers, servers, networking equipment, and other IT infrastructure equipment for short periods of time. This may result in temporary interruptions to normal operation and DuoCall shall not be liable for any loss, interruption or interference but will use reasonable endeavours to ensure any disruption will be kept to a minimum.
3.7
A healthcheck includes, but is not limited to, checks on security, reliability, general settings, and performance. A support survey will be distributed to all staff prior to a healthcheck and a full report will be supplied shortly after its completion. Full details on the healthcheck are available from DuoCall upon reasonable request.
3.8
The Customer acknowledges and accepts the following technical limits relating to Support Services:
3.8.1
an internet connection is required in order to provide remote Support;
3.8.2
a permanent internet connection is required for the monitoring system to report detected issues in a timely manner;
3.8.3
Support Services may not be available to sites where the internet connection speed is of poor quality or is regularly interrupted;
3.8.4
Support Services may not be available to sites where only a dial-up connection is available;
3.8.5
if the reported issue involves an interruption to the internet connection, the Customer may be required to carry out instructions from DuoCall in order to restore the connection; and
3.8.6
DuoCall’s response time may be increased during peak times.
