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1. OBJECT AND INTERPRETATION
1.1. The relationship between the Registered Non-Residential Subscriber (“You”) and GO (“We”/”Us”/”Our”), for the provision of the Service at the Non-Residential Premises, shall be regulated by the Agreement.
1.2. These Terms and Conditions shall, together with any applicable General Terms and Conditions and the Schedule of Charges, form an integral part of the Agreement and shall have the force of law between the parties.
1.3. The following terms shall respectively have the following meanings:
(i) “Agreement” means, subject to Clause 1.2 above, the Television Service Agreement or, where applicable, the Bundle Service Agreement as the case may be, that We have entered into with You and which contains the details necessary for the provision of the Service.
(ii) “Commencement Date” means: (a) in those circumstances where the Service is installed by Us, the date on which We make such installation at the Non-Residential Premises; (b) in those circumstances where the Service is not installed by Us, the date on which You purchase the self-installation pack from Us.
(iii) “Content” means any audio, visual and audiovisual content, namely the television programs included in the Packages, the Electronic Programme Guide, content featuring in the any of the on demand services, and any interactive content whether related or not to the television programs
(iv) “Decoder” means a set top box (with or without a hard disc) provided by Us to You for use with the Service, along with any software contained in or downloaded to the set
top box as part of the Service
(v) “Electronic Program Guide” (EPG) means the service available via the TV interface that allows You to consult the programming information relating to the services available in the Packages.
(vi) “Equipment” means, without limitation, any, cable, modem, Decoder , remote control and any other equipment that We may lease to You for the installation of and access to the Service;
(vii) “Exchange Line” means a circuit provided as part of an installation for the purpose of keeping that installation in connection with a Telephone Exchange.
(viii) “Extended Term” means the further monthly periods for which the Agreement shall be automatically extended beyond the Initial Term;
(ix) “GO” means GO p.l.c., bearing company registration number C22334, and having as its registered address, GO, Triq Fra Diegu, Marsa. MRS 1501, and “We/Us/Our” shall be construed accordingly.
(x) “GO Group” means the group of companies consisting of GO, its parent, subsidiary, and associated companies;
(xi) “GO Website” means the website found at this URL link
(xii) “Initial Term” means the initial period of the Agreement, which is indicated therein and which starts to run from the Commencement Date;
(xiii) “Interactive Services” means access to an interactive environment such as time-shift features including but not limited to pause, fast forward, rewind, catch up tv and restart, the Electronic Programme Guide, certain web applications adapted to the Service, interactive Content whether or not related to the television programs, and any other on demand service whether it is being provided to You with or without a charge.
(xiv) “Package/s” means a set of predetermined television channels and/or Programming, which are available to a designated Service and offered to You by Us and taken up by You subject to Clause 6 below;
(xv) “Programming” means content provided by Us or Our third-party licensors, providers or suppliers and provided as part of and included with the Service and/or Packages, including, without limitation, images, photographs, animations, video programming, information services, audio, music, and text, irrespective of the manner or format in which such content is delivered.
(xvi) “Non-Residential Premises” means the Non-Residential premises indicated in the Agreement as the premises at which You are requesting Us to provide You with the Service and in which the Services are actually installed;
(xvii) “Registered Non-Residential Subscriber” means the person indicated as such in the Agreement, and “You” / “Yourself” / “Your” shall be construed accordingly;
(xviii) “Schedule of Charges” means the list of any and all fees and charges related to the Service, as applicable and in force from time to time;
(xix) “Service” means the Internet Protocol Television (IPTV) service, delivered over Our IPTV enabled broadband network, as indicated in the Agreement, and which may, subject to Our commercial rollout and the overall technical capacities applicable to Your particular situation be in either Standard Definition (SD), High Definition (HD), or any other format whether now known or developed in the future;
(xx) “Telephone Exchange” means switching equipment or apparatus which forms part of the Public Switched Telephone Network and includes the building or vehicle housing such equipment or apparatus;
(xxi) “Territory” means the Republic of Malta;
(xxii) “User” means any person viewing, accessing and/or making use of the Service whether with Your knowledge and/or consent or not.
1.4. In the Agreement:
(i) A reference to a gender, applies to all genders.
(ii) The singular tense shall include the plural and vice-versa.
(iii) Headings to clauses in the Agreement, including these Terms and Conditions, are for ease of reference only and do not affect the interpretation of the Agreement.
(iv) References to statutes and other laws, are taken to refer to amendments of those statutes or laws from time to time.
(v) A reference to a party includes a reference to his successors in title and permitted assigns.
1.5. Nothing in these Terms and Conditions shall be interpreted as making any channel or programme providers, with whom We have separate agreements, party hereto.
2. CONDITIONS FOR PROVIDING THE SERVICE
2.1. The following conditions must all be satisfied in order that We may provide You with the Service:
(i) You must be the Registered Non-Residential Subscriber to any of Our post paid Exchange Line services which is capable of sufficient capacity, as being compatible with the Service;
(ii) There must not be any technical or other reason preventing Us from providing You with the Service. Without prejudice to the generality of this condition, You acknowledge that the Exchange Line mentioned in Clause 2.1 (i) above must be located within the geographical area covered by the IPTV service and is qualified by Us as being compatible with such a service when the subscription is taken out and when the Decoder is activated;
(iii) You must provide Us with any and all access to any part of the building housing the Non-Residential Premises that We deem necessary in order to install any of the Equipment necessary for the provision of the Service;
(iv) You must have leased or bought a modem, Decoder, as the case may be, from Us;
(v) There must not be any health and safety issues that prevent and/or hinder Us from carrying out the installation and providing You with the Service;
(vi) You must be credit worthy and must not have a history of non or irregular payments for any other services provided by Us or the GO Group;
(vii) You must not have previously misused any of Our services, destroyed or tampered with any of Our equipment or breached any agreement with Us; and
(viii) On Our request You must provide Us with sufficient evidence that You own the Non-Residential Premises or that You have been a tenant thereof for a period of not less than six (6) months prior to the Commencement Date.
2.2 You acknowledge that as the Service is delivered over Our broadband network, bandwidth is shared with Your internet service in those instances where services are provided on the same Exchange Line.
2.3 Requests made to Us relating to the provision of the Service are to be made by the submission by You of a duly completed and signed request on the proper forms. For clarity, We reserve the right to provide for agreements and/or any amendments thereto or to the Service, including for any add-ons, to be effected by electronic means or password controlled systems, in which event the term signature or signed shall be construed accordingly to mean any electronic signature or password controlled method of manifesting consent.
2.4 We reserve the right to request that You produce such evidence, as We may consider necessary, in support of your request. If any information provided by You proves to be incomplete or incorrect, We reserve the right not to process your request to provide the Service. In the event that the Service has already been given and it later results that the information provided by You is incomplete or incorrect, We reserve the right to suspend and/or terminate the Service. You shall, notwithstanding such suspension, still remain liable for any charges due to Us prior to the suspension and/or eventual termination of the Service as well as any additional charges and/or penalties levied as a direct consequence of the suspension and/or termination of the Service.
3. AUTHORISED USER, ACCESS, REFUSAL OF SERVICE
3.1. You warrant that You are eighteen (18) years of age or older, and that You have the legal authority to enter into this Agreement. You agree to notify Us immediately whenever Your personal or billing information changes (including, for example, Your name, address, credit card, direct debit details and telephone number).
3.2 You hereby expressly allow Us and any of Our employees or third party contractors to:
(i) execute any works in / on the Non-Residential Premises for, or in connection with, the installation, maintenance, adjustment, repair, alteration, moving, replacement or removal of the Equipment;
(ii) enter the Non-Residential Premises during reasonable hours to inspect the Equipment and any other equipment relating thereto, as We may deem necessary in order to provide You with the Service
3.3. You bind Yourself to provide safe access to Our representatives at all reasonable times to enter the Non-Residential Premises to install, maintain, service, connect, disconnect, upgrade, inspect, alter, remove, re install, and service any Equipment. Our representative will carry relevant identification. Only if Our representative does not provide You with such identification may You refuse to grant the said access. You acknowledge that if You prevent Our representatives from accessing the Non-Residential Premises without justification, We may treat this as a breach of these Agreement and cease to provide You with the Service.
3.4. We reserve the right to refuse to provide the Service to You at any time in accordance to applicable law.
3.5 By becoming a subscriber to the Service and/or accessing and/or using the Service, You and/or User acknowledges that You are aware of these Terms and Conditions and to having read and agree to be bound by and adhere to them.
4. PROPER USE OF THE SERVICE
4.1. You acknowledge and agree that the Service may only be used for lawful purposes. Without prejudice to the generality of the foregoing, You agree that:
(i) You shall not use, and shall not authorise, permit or tolerate any User to use the Service in any way that is in violation of any law, regulation, guideline, decision or directive in force in Malta or which is defamatory, menacing, obscene, in breach of third party intellectual or industrial property rights or in breach of trade secrets;
(ii) You shall immediately notify Us of any unauthorised or illegal use of the Service of which You become aware;
(iii) If We have reasonable cause to believe that the provisions of this Clause 4 are being contravened, We may suspend or terminate the Service with immediate effect, and this without prejudice to any civil or criminal proceedings, which may be taken against You and/or User concerned in terms of applicable law.
(iv) You warrant and bind Yourself to make good for any and all costs and expenses related to any damage caused to any Equipment and/or any cost and expense brought about by any misuse of the Service, whether such misuse occurred with or without Your knowledge or consent.
4.2 You undertake at all times:
(i) to use the Equipment with maximum care and diligence;
(ii) not to tamper with the Equipment or use it for any purpose not authorized by Us;
(iii) to report and inform Us immediately if or when any of the Equipment is lost, stolen, damaged or faulty. In such event We shall, as soon as reasonably possible after We receive such notification from You, seek to rectify such fault. We shall not charge You for such works unless the cause is attributable to You, in which event You shall incur the then current service charge for service calls at the Non-Residential Premises as indicated in the Schedule of Charges. You shall be entitled to a pro-rated credit in the event of loss of the Service due to Our fault, provided that such loss lasts twenty-four (24) consecutive hours or longer from when We receive Your report of such fault and provided further that such fault is not due to a force majeure circumstance as stated in Clause 7.6 below.
(iv) to return the Equipment that We have provided You with, whenever We so request You and in any event immediately upon the expiry or prior termination of the Agreement;
(v) to comply with all Your obligations under the Agreement, including these Terms and Conditions;
(vi) to make use of the Service only in the Non-Residential Premises and keep the Equipment installed at all times in/on the Non-Residential Premises;
(vii) to make use of the Service only for Your private and non-commercial purposes. Should You use the Service for any use other than this, We shall proceed to terminate the Agreement without any notice and without prejudice to any other right or remedy available to Us in terms of the Agreement or at law.
(viii) not to move or allow to be moved any Equipment from the position where it has been connected by Us without our written consent. In the event that You intend to carry out any renovations in the Non-Residential Premises, You shall inform Us of the same in order that We may advise You on the type of work that may be required to relocate Our Equipment. Furthermore, in the event that You relocate to another address and You wish to transfer the Service to such new address, We may, subject to Clause 2.1 provide You with the Service at such new address, in which event, You will be required to pay Us a service charge as indicated in the Schedule of Charges.
(ix) to report to Us the unauthorised reception of any Content;
(x) not to tamper with Our signals or take any action to alter or avoid any security or access control or restriction associated with the Service or Equipment;
(xi) You are responsible for all use of the Service, whether by You or any other User using the Service whether with or without your permission. You agree not to use, or allow any other User to use the Service, directly or indirectly, for any unlawful purpose, including without limitation, violation of copyright laws, through the use, production, copying rebroadcast or redistribution of any Content, Programming and/or Interactive Services distributed as part of the Service or recorded utilizing equipment containing digital video recording devices. You further agree that Your use of the Services is Your sole responsibility at Your own risk, and subject to all applicable laws and regulations. You agree to fully indemnify Us in the event of any such violation by You or anyone using the Service at the Registered Premises;
(xii) Save as is herein otherwise allowed, You bind Yourself not to copy, record, redistribute or relay, in whole or in part, any of the channels or programmes received through the Service, not to sell or impose any charge for watching any channel or programme, and not to show any channel or programme in public to an audience outside the Non Residential Premises even if no charge is made. You further undertake not to allow any third party from doing the same. Without prejudice to any other right or remedy at law or in terms of the Agreement, any such breach shall be considered a material breach warranting the suspension and/or termination of the Agreement. You hereby fully indemnify and agree to hold Us harmless in respect of any third party claims (including, without limitation, claims made by Content providers) that may (xi) You are responsible for all use of the Service, whether by You or any other User using the Service whether with or without your permission. You agree not to use, or allow any other User to use the Service, directly or indirectly, for any unlawful purpose, including without limitation, violation of copyright laws, through the use, production, copying rebroadcast or redistribution of any Content, Programming and/or Interactive Services distributed as part of the Service or recorded utilizing equipment containing digital video recording devices. You further agree that Your use of the Services is Your sole responsibility at Your own risk, and subject to all applicable laws and regulations. You agree to fully indemnify Us in the event of any such violation by You or anyone using the Service at the Registered Premises; (xii) Save as is herein otherwise allowed, You bind Yourself not to copy, record, redistribute or relay, in whole or in part, any of the channels or programmes received through the Service, not to sell or impose any charge for watching any channel or programme, and not to show any channel or programme in public to an audience outside the Non Residential Premises even if no charge is made. You further undertake not to allow any third party from doing the same. Without prejudice to any other right or remedy at law or in terms of the Agreement, any such breach shall be considered a material breach warranting the suspension and/or termination of the Agreement. You hereby fully indemnify and agree to hold Us harmless in respect of any third party claims (including, without limitation, claims made by Content providers) that may (xi) You are responsible for all use of the Service, whether by You or any other User using the Service whether with or without your permission. You agree not to use, or allowany other User to use the Service,directly or indirectly, for any unlawful purpose, including without limitation, violation of copyright laws, through the use, production, copyingrebroadcast or redistribution of any Content, Programming and/or Interactive Services distributed as part of the Service or recorded utilizing equipment containing digital videorecording devices. You further agree that Your use of the Services is Your sole responsibility at Your own risk, and subject to all applicable laws and regulations. You agree tofully indemnify Us in the event of any such violation by You or anyone using the Service at the Registered Premises; (xii) Save as is herein otherwise allowed, You bind Yourself not to copy, record, redistribute or relay, in whole or in part, any of the channels or programmes received through the Service, not to sell or impose any charge for watching any channel or programme, and not to show any channel or programme in public to an audience outside the NonResidential Premises even if no charge is made. You further undertake not to allow any third party from doing the same. Without prejudice to any other right or remedy at law or in terms of the Agreement, any such breach shall be considered a material breach warranting the suspension and/or termination of the Agreement. You hereby fully indemnify and agree to hold Us harmless in respect of any third party claims (including, without limitation, claims made by Content providers) that may arise as a result of a breach by You or by any third party of this Clause 4.2(xii);
(xiii) to stop using the Service immediately upon the expiry or prior termination, for whatever reason, of the Agreement;
(xiv) not to assign or transfer the Service and/or Equipment to any third party;
(xv) to use the Equipment exclusively for the Service or as authorised by Us; and
(xvi) not to connect any unauthorized device or equipment to the Equipment or to be used in connection with the Service;
(xvii) to use the Service in accordance with such reasonable instructions as We may give you from time to time.
4.3. You understand and agree that not all Content may be suitable for all viewers, and Users of the Service may have access to Content that may be explicit, obscene, offensive or otherwise unsuitable or objectionable, especially for vulnerable persons including minor children. You further understand and agree that it is Your sole responsibility to impose and ensure any appropriate viewing restrictions to limit viewing and access to potentially objectionable Content, and You agree to supervise usage of the Service at Your Premises.
4.4. In the event of any unauthorized use for which You or any third party User is responsible, You shall be obliged to repair, replace and / or restore the Equipment to its original use, and to this end You shall be liable to pay all related costs, expenses and charges.
4.5 You acknowledge and agree to abide by the conditions laid down in the Agreement and that We will be entitled to suspend the Service until You have complied with any applicable condition. Should You fail to ensure compliance within a reasonable time following suspension of the Service, We shall, without prejudice to Our rights at law or in terms of the Agreement, terminate the Agreement.
4.6 In the event that any of Your private wiring and/or equipment causes a fault to Our network and/or that of any other third party, You shall remain bound for all expenses and/or damages of whatever nature incurred by Us and/or any other third party affected, and shall fully indemnify and hold Us harmless for any claim in connection
4.7 In the event that Your account and/or Service is accessed through the use of a username, password, dedicated IP address and/or any other such access key, You shall at all times ensure that the applicable username, password, dedicated IP address and/or any other such access key, is protected and kept secure and in confidence. You acknowledge that in the event that a third party obtains Your username,password, dedicated IP address and/or any other such access key, such other third parties would be able to access Your account thereby potentially amending Your subscription to the Service and generating charges on Your account for the payment of which You shall will remain responsible. You acknowledge that We cannot accept any responsibility for any unauthorised access or use made Your account and/or the Service. Under no circumstance should You share Your account details with any person.
4.8 It shall be Your responsibility to ensure that no unauthorised use of the Service is made by any User. In particular, You shall assume all responsibility to ensure that any use of the Service effected by any person under age or is otherwise incapacitated is carried out with proper adult supervision.
5. SOFTWARE LICENESE AND THIRD PARTY SERVICES
5.1. We may provide You, for a fee or at no charge, software for use in connection with the Service which is owned by Us or Our third-party licensors, providers and suppliers (“Software”). We reserve the right periodically to update, upgrade or change the Software remotely or otherwise and to make related changes to the settings and Software on the Equipment, and You agree to permit such changes and access to the Equipment. You may use the Software only in connection with the Service and for no other purpose.
5.2. Certain Software may be accompanied by an end user license agreement (“EULA”) from Us or a third party. Your use of the Software is governed by the terms of that EULA and by the Agreement, where applicable. You may not install or use any Software that is accompanied by or includes a EULA unless You first agree to the terms of the EULA.
5.3. For Software not accompanied by a EULA, You are hereby granted a revocable, non-exclusive, non-transferable license by Us or Our third-party licensor(s) to use the Software (and any corrections, updates and upgrades thereto). You may not make any copies of the Software. You acknowledge and agree that the Software is Our proprietary and confidential information or that of Our third-party licensors and that You will not disclose or use the Software except as expressly permitted herein. The Software contains copyrighted material, trade secrets, patents, and proprietary information owned by Us or Our third party licensors. You may not de-compile, reverse engineer, disassemble, attempt to discover any source code or underlying ideas or algorithms of the Software, otherwise reduce the Software to a human readable form, modify, rent, lease, loan, use for timesharing or service bureau purposes, reproduce, sublicense or distribute copies of the Software, or otherwise transfer the Software to any third party. You may not remove or alter any trademark, trade name, copyright or other proprietary notices, legends, symbols or labels appearing on or in copies of the Software. You are not granted any title or rights of ownership in the Software. You acknowledge that this license is not a sale of intellectual property and that We or Our third party licensors continue to own all right, title and interest, including but not limited to all copyright,patent, trademark, trade secret and moral rights, to the Software and related documentation, as well as any corrections, updates and upgrades to it. The Software may be used in the Territory only, and any export of the Software is strictly prohibited.
5.4. Your license to use the Software will remain in effect until terminated by Us or Our third-party licensors, or until Your Service is terminated. Upon termination of your Service, you must cease all use of and immediately delete the Software from any device not returned to Us.
6. PACKAGES, CONTENT, PROGRAMMING AND INTERACTIVE SERVICES
6.1. We shall provide You with a choice of Packages aimed at providing a suitable variety of high quality and cost-effective digital entertainment services.
6.2. Once You select a Package, We shall, subject to these Terms and Conditions, provide You with:
(i) access to all the channels that form part of that Package/s
(ii) an Electronic Programme Guide application which, to the extent available, allows You to consult the programming data of the content available on the Service and, where applicable, to program Your on demand recordings or enable restart functions. You acknowledge that the data contained in the Electronic Programme Guide is provided by the Content providers upon which We have no control and for which We can accept no liability in the event of error or omission.
(iii) Access to any Interactive Service which we may for a fee or at no charge offer from time to time. For clarity:
a) access to the record function. This service allows You to record programmes automatically or otherwise on the Decoders hard disc or, where applicable, on Our network, and to watch these programmes on demand and in the privacy of Your Registered Premises. You hereby acknowledge that any such recording is restricted for personal use only and that the allocated memory space is a finite resource and that once exhausted We shall have no further obligation to provide You with additional memory space. You further acknowledge and agree that We shall under no circumstance be liable to You or any User for any loss or corruption of memory space on any allocated hard disc or network and consequent loss of any pre-recorded Content.
b) Access to time-shift features. This service allows You to access selected programmes either through the restart function, which enables you to commence viewing from the start of the programme and whilst still in its linear transmission and/or the catch up service, which enables you to access selected programmes after its linear transmission ended and available to you for a limited period. You acknowledge that at the request of the rights holder of the Content, the time shift features may be deactivated without the need to provide any notice whatsoever. This service is currently being provided as an added value service to the selected Package.
6.3 Once you select a Package You will be given access to a limited number of hours of network based hard disc space for You to record your selected programmes. You, hereby acknowledge and consent that:
(i) this service is currently being provided as an added value service to the selected Package. We reserve the right to introduce charges for this service in the future.
(ii) At the request of the rights holder of the Content, the record function may be deactivated thus making it impossible for the said programmes to be recorded;
(iii) You shall not be permitted to retain any copy of any recorded Content for a period of more than thirty (30) days from the date of broadcast. You acknowledge that after the said thirty (30) day period the recording shall be automatically deleted by the system. You also hereby warrant and bind Yourself not to retain any permanent copy of any recorded Content on any other medium, including but not limited to external hard drives, compact discs, high density video discs (DVD). In no event shall You retain any copy of the recorded Content following the expiry or earlier termination of the Agreement.
6.4 We reserve the right to modify the Programming, Content, any Package, and/or Interactive Service, inter alia including any applicable channel line up at any time in accordance with commercial exigencies, including but not limited to Our rights to transmit one or more channels during the term of the Agreement. You are hereby acknowledging and agreeing that any such modification will under no circumstance bear any effect on the Agreement and that We shall not be held liable for any modification or discontinuation of transmission of any particular Programming, Content, Package and/or Interactive Service.
6.5 You may, at any time within the Initial Term (and the Extended Term, if any) and subject to paying all the relevant charges, upgrade the Service to any Package tier above the chosen tier indicated in the Agreement and/or take up any additional services or stand-alone Content, including premium channels or programmes that are not included in the chosen Package indicated in the Agreement, as We may offer You from time to time. You cannot however choose individual channels from within any Package.
6.6 In the event that You choose to upgrade the level of Your Service in either of the methods contemplated by Clause 6.5, You shall be bound to retain this upgrade for a period of one (1) month from such date.
6.7 You may upgrade and subsequently downgrade the level of Your Service at any time during the Initial Term provided that for the duration of the Initial Term you do not downgrade the level of Your Service to one that is lower than that chosen by You on the Commencement Date.
6.8. Any objection to a sales order must be made in writing within seven (7) days of receipt of invoice.
6.9 You acknowledge and accept that time-shift and record functionality are dependent on the Electronic Programme Guide.
7.1. We shall not be liable for any loss or damage whatsoever, whether direct or indirect, incidental or consequential, sustained by You or by any third party in relation to the Service, except in those circumstances expressly contemplated by the Agreement.
7.2. Without limitation to the generality of Clause 7.1, We shall not be liable for any loss or damage, whether direct or indirect, incidental or consequential, sustained by You or by any third party in relation to the Service, as a result of:
(i) changes to the Content, including any channel line up, programming schedules, failure to transmit a channel for any temporary period of time. You acknowledge and consent that all Content, Packages, programming, programme services, channel allocations and channels are subject to change.
(ii) bad reception or picture degradation, when such changes/failures result from circumstances beyond Our control including but not limited to decisions of programme providers or technical difficulties;
iii) the incorrect functioning or the incompatibility of any equipment, including but not limited to Decoders , and/or modems and / or home plugs supplied and / or installed by third parties who are not authorized by Us;
(iv) the use of any of Your equipment (including, without limitation, Your television set, VCR, DVD, monitor) together with the Decoder provided to You by Us;
(v) a breach by You of Your guarantee given in Clause 8.2 below. In any such event, You shall be liable to indemnify Us for any loss or damage whatsoever sustained by Us as a result of Your breach;
(vi) a breach by You of Clause 4.1. In any such event, You shall be liable to indemnify Us for any loss or damage whatsoever sustained by Us as a result of Your breach.
7.3. Without prejudice to anything contained in the Agreement Our liability if any shall not exceed the total amount of charges paid by You for the Service in the particular year that the liability event arises.
7.4. Without prejudice to anything contained in the Agreement, including these Terms and Conditions, You shall warrant to indemnify and hold Us, Our directors, officials, employees and agents and the GO Group and their directors, officials, employees and agents harmless:
(i) from any claim in connection with any direct physical damage to Your property unless caused by Our negligence or the negligence of any Our employees, agents or sub contractors;
(ii) against any liability, loss or damage, whether direct or indirect, including any loss of profits, business or revenue sustained, arising out of or in connection with the Service or any use thereof, including but not limited to any claim for loss or damage sustained by Us or made by any person whomsoever.
7.5 You warrant and bind Yourself to defend and pay all costs, damages, awards, fees (including any reasonable legal fees) and judgments awarded against Us arising from theabove claims and shall provide Us with immediate and prompt notice of any such claims, full authority to defend, compromise or settle such claims and reasonable assistance necessary to defend such claims, at Your sole expense.
7.6. In the event of any loss or theft of or damage to any Equipment provided to You by Us, including without limitation loss of or damage to the modem, Decoder and remote control, You shall pay Us any and all damages arising from the said loss, theft or damage, in the amounts laid down in the Schedule of Charges.
7.7. Without prejudice to any other provision contained in the Agreement excluding or limiting responsibility, We shall not be liable to You and/or the User for any loss or damage which may be suffered by You and/or the User due to any force majeure event, which inter alia includes any failure on Our part to perform any obligation as a result of technical problems relating to the Service, suspension or termination of any licence to operate or use the Service, suspension or termination of any Content licence agreement; act of God, inclement weather, flood, drought, lightning or fire, earthquakes and volcanic eruptions, failure or shortage of power supply, strikes, lockouts, labour disturbances and industrial disputes of any kind, Government control, restrictions or prohibitions or any other Government act or omission whether local or national, any act or omission of any regulatory or other public authorities or agencies, or of the operators of other telecommunication services, war, military operations and riots, difficulties, delays or interruptions in the production or supply of equipment used in the Service, act or default of any supplier, agent or subcontractor, or any other similar or dissimilar causes beyond Our reasonable control.
8.1. We do not guarantee that Our network covers the whole of the Territory. You acknowledge and agree that for technical reasons it might not be possible or commercially viable for Us to provide You the Service. Should it be determined that for You to be able to receive the Service You require any additional equipment at the Non-Residential Premises either as a result of lack of coverage, any other technical reason, or as a result of Your internal broadband wiring and/or connection You agree to bear the full cost in relation thereto.
8.2. You hereby guarantee that You are in possession of any and all permits and/or authorisations required for the installation and/or wiring of the Equipment. By submitting Your request for the Service and/or allowing the carrying out of any required installation, You are hereby warranting and declaring that any and all required permits, permissions, or consents have been acquired by You and shall indemnify and hold Us harmless against any contestation or claim by any third party in connection with said installation.
8.3. You hereby further guarantee that the Equipment shall at all times be properly maintained and kept safe and secure. In the event that the Equipment or any part thereof is damaged, lost or stolen, You undertake to inform Us immediately thereof, and shall assume full liability for the repair or replacement thereof.
9. LEASE OF EQUIPMENT
9.1. The Equipment leased to You by Us shall at all times remain Our exclusive property, this notwithstanding any charges that You may have paid in regard thereto.
9.2. You shall bear any cost and expense of batteries required to operate the Decoder, and its relative remote control.
9.3. You agree not to pledge, lien, assign or otherwise dispose of the Equipment in any manner whatsoever.
10. FEES AND CHARGES
10.1 You acknowledge and agree that You shall be charged for any applicable installation fees and other charges as well as for use of the Service at the applicable rates indicated in the Schedule of Charges from the date on which We enable your Decoder to receive the Service under the Agreement.
10.2. All rates, charges, fees and penalties applicable to the Service are listed in the Schedule of Charges as in force from time to time. All such amounts are indicated exclusive of all applicable taxes imposed or levied, and any such taxes must therefore be paid in addition to the indicated amounts.
10.3 You bind Yourself to pay a monthly subscription fee relative to the Service. The subscription fee must be paid from the day on which the Service is activated, irrespective of whether You start using the Service upon activation or not, and is payable in advance. To the extent applicable, prior to the activation of the Service, You shall also pay for any additional connections and Equipment provided by Us in accordance with the Agreement. You shall also pay for any other fees and/or charges, which may be applicable for the Service.
10.4 You acknowledge and agree that in the event that the Service is suspended for any reason directly attributable to You, the applicable subscription fee for the period of suspension shall remain due as if there was no suspension of service and that You are not entitled to any refund of any fee paid or to any remission in case of such suspension or restriction of the Service.
10.5 We shall issue periodic statements for billing purposes. We reserve the right to back bill you for the Service. We reserve the right from time to time to alter our billing cycles. You acknowledge and agree that any changes to the billing cycle shall not be deemed to constitute a change to the applicable Terms and Conditions.
10.6 We reserve the right from time to time to establish accepted methods of payment of bills. The accepted methods of payment shall be stated in the bill. You acknowledge that any changes to the accepted methods of payment shall not be deemed to constitute a change to the applicable Terms and Conditions.
10.7 When allowed as a method of payment, all cheques must be made payable to GO p.l.c.
10.8 In the event that payments by cheques, debit or credit cards, and/or any internet based payment mechanisms, inter alia including online banking transactions, paypal or such similar system, are allowed as a method of payment, We reserve the right to levy a processing charge as specified in the Schedule of Charges.
10.9 If any cheques, credit cards, direct debit mandates or standing orders that You provide to Us are returned for insufficient funds or for any other reason, We reserve the right to impose a penalty on You as indicated in the Schedule of Charges.
10.10 You acknowledge and agree that prompt payment is of the essence. In the event that You default in effecting payment through an accepted method of payment within the period allowed for payment (“Due Date”), You acknowledge that We may:
(i) suspend and/or terminate the Agreement and disconnect the Service promptly and without notice;
(ii) levy a late payment charge as specified in the Schedule of Charges; and/or
(iii) levy late payment interests at the maximum rate allowed by applicable law.
10.11 You hereby irrevocably constitute Yourself as the certain, liquid, and true debtor in favour of Us, which accepts, for any and all balances remaining unpaid for the Service and/or any penalty charges and interests due.
10.12 We reserve the right to diversify Our product and service offerings by periodically issuing, modifying, or discontinuing different commercial offers. You hereby acknowledge and agree that We shall not be held liable for any modification or discontinuation of any commercial offer.
10.13 We reserve the right to issue, modify or discontinue periodical time-limited commercial offerings which may be aimed at certain market segments and/or clients and/or client groups. You warrant and bind Yourself to ensure that You are eligible to benefit from or otherwise apply for any such service offering prior to registration and acknowledge and agree that We shall not be held liable or responsible for any service offering to which You may or may not be eligible or any modification or discontinuation thereof.
10.14 We reserve the right to carry out a credit check on You at any time. In default of payment of any amount due to Us, We shall be entitled to give Your details to one or more credit reference agencies, their members and any third party to whom We are obliged or authorized to transfer such credit-related data by virtue of the Agreement or under any law. If at any time You fail to meet Our credit conditions, We may further enforce any credit limits on Your account, restrict the Service, only allow certain specified methods of payment and/or suspend/terminate the Service (or other services of Ours that We currently provide to You), when You reach the credit limit established until We receive the full payment of any and all charges that are due by You.
10.15 Should You wish to query any amount invoiced to You by Us, You must notify Us before the Due Date of payment as indicated on the invoice in question. During the period when We would be investigating such query, and provided that You would have paid the portion of the invoiced amount that would not be in dispute, We will not disconnect the Service or divulge any credit-related data concerning You to any credit reference agency or other third party before We notify You of the conclusion of the said investigation and You subsequently fail to pay any such amount due.
10.16 You acknowledge and agree that you may incur charges with third-parties that are separate and distinct from Us, and/or the Service including any fees charged by Us. These may include charges resulting from accessing on-line services or purchasing products and services through interactive options available through the Service now or at any time in the future. You are solely responsible for all charges payable to third parties, including all applicable taxes. In addition, You are solely responsible for protecting the security of Your credit card and other personal information provided to others in connection with such transactions.
10.17 Other transactional charges such as for video-on-demand services, are billed after the applicable service or feature has been ordered or provided to You. You may also be required, based on Your ordering and payment history, to provide pre-invoice payment by credit card or such other payment method as we may designate for transactional services such as video-on-demand services.
11. CANCELLATION / INTERRUPTION / SUSPENSION / TERMINATION OF THE SERVICE AND CONSEQUENCES THEREOF
11.1 The Agreement shall remain valid and in force for the whole duration of the Initial Term and of any subsequent Extended Term unless it is terminated in accordance with the provisions of this Clause 11
11.2 Should You decide to terminate the Agreement prior to the expiry of the Initial Term or the Extended Term, as applicable, You must give Us fifteen (15) days prior written notice thereof. Such notice will only be valid if it is made in writing and posted to Our Sales and Customer Care Representatives at PO Box 40, Marsa or personally delivered to our Sales and Customer Care Representatives at any of Our GO outlets. Such notice will be deemed to have been made on the date on which it is received at Our offices or the date on which You personally deliver it.
11.3 Should You terminate the Agreement in accordance to Clause 11.2 You shall be bound to pay Us the balance of all the charges for the Service, including any applicable charge, penalty and/or interest.
11.4 You shall not be entitled to reimbursement of any charges whatsoever (including but not limited to any penalty charges and/or the connection fee).
11.5. Upon termination:
(i) You must settle all outstanding charges due on Your account;
(ii) You must, within the fifteen (15) days notice period indicated in Clause 11.2 above return to Us all Equipment provided to You by Us in order to enable You to use the Service. Failure to return such Equipment within the said fifteen (15) days shall entitle Us to charge You a recovery charge and/or a penalty for each unreturned piece of Equipment as indicated in the Schedule of Charges.
(iii) Charges for the Service shall only cease on the expiry of the notice period as indicated in Clause 11.2.
11.6. Without prejudice to any right arising hereunder or by virtue of any other law or practice, We may promptly terminate the provision of the Service to You without the need of any prior notification in the event that You:
(i) breach any of the conditions laid out herein;
(ii) fail to pay any amounts that You are liable to pay to Us hereunder;
(iii) become insolvent, You enter into any arrangement with Your creditors;
(iv) or any other User at Your Non-Residential Premises has committed or may be committing any fraud against Us or against any other person by using the Service or any related equipment;
(v) provide Us with false, inaccurate or misleading information at any time during the duration of the Agreement; or
(vi) tamper with any Equipment that We provide You with.
11.7. You are liable to pay all charges for the Service up to the date indicated in Clause 11.2. If We suspend/terminate Your Service , We shall be entitled to recover from You any and all charges, penalties and interest (including any applicable legal fees and expenses incurred by Us). If We discover that You received services from Us without Our permission, We will further charge You for any usage charges relating to such services.
11.8. We may also interrupt, suspend or terminate the provision of the Service without any prior notification to You in any of the following circumstances:
(i) in fulfillment of any instructions requested by any judicial, governmental or regulatory authorities;
(ii) for the purposes of repair, maintenance, improvement of the network or other operational reasons;
(iii) for health and safety considerations;
(iv) for control purposes; and
(v) for any other reason beyond Our control.
11.9 Where reasonably possible We shall provide You with adequate notice prior to the interruption, suspension or termination of the Service and where relevant We undertake to restore the provision of the Service without unnecessary delay.
11.10. Should You decide to reactivate the Service following termination, You shall be required to settle all outstanding dues that You may have with Us on Your account as well as a reconnection charge as indicated in the Schedule of Charges.
12. DATA PROTECTION
12.1 We take privacy seriously and are committed to managing personal data transparently and fairly.
12.2 By entering into the Agreement You are consenting to the processing of Your personal data by Us. You acknowledge and agree that We will retain Your personal data, and other Service related data in line with any applicable data retention obligations.
12.3 We shall process Your personal data inter alia for the following purposes:
(i) to provide You with the Service;
(ii) to communicate with You on any matter relating to the Service;
(iii) to prevent and detect fraud;
(iv) to protect itself against current and /or future loss of revenue;
(v) for audit and debt collection purposes; and
(vi) for statistical purposes.
12.4 You also agree and consent that Your personal data, and other Service related data will be retained and processed in line with the applicable data protection and retention legislation and that We may disclose any of this:
(i) among the group companies forming part of the GO group;
(ii) between Us and other third parties including other authorised electronic communications providers and operators and credit agencies. You acknowledge that such sharing of data is necessary for the purpose of providing better value and services in particular on the electronic communications services or other services as might be provided by the GO Group as well as for fraud prevention, debts and credit referencing and to protect the legitimate interest of GO, the Go Group and other electronic communications operators and third parties. We commit to preserve all Your rights as data, subject at all times;
(iii) if required to do so by law or in the good faith belief that any such preservation or disclosure is reasonably necessary to comply with legal process, enforce the terms of the Agreement, respond to claims that any use of the Services violates the rights of third-parties, or otherwise to protect the rights, property or personal safety of the GO Group, its directors, employees, users and the general public.
12.5 You shall have the right to require upon due verification, access to Your personal data as well as the right to rectify or, in appropriate circumstances, erase any inaccurate, incomplete or immaterial personal data processed by GO.
12.6. You acknowledge and accept that We may sub-contract to third parties certain aspects of the Service or engage them to provide services (for example market research services) to it. In such cases, We may need to share Your personal data and other Service related data with such third parties. We may further need to share such personal data and other Service related data with third party Content providers.
12.7. We undertake to ensure that all companies within the GO Group as well as any and all third parties to whom Your personal data is disclosed will only process Your personal data in accordance to Our instructions and on Our behalf, and may further only use such data to the extent to which We are ourselves entitled. All such companies and third parties will further be required by Us to meet the requirements of the data protection legislation to keep the information secure.
12.8. We may, for accurately carrying out Your instructions, for training purposes and in order to improve the quality of Our customer services, monitor and / or record calls made to Our customer service centre. Any such recordings shall remain Our sole and exclusive property.
12.9. You acknowledge and agree that We may further process Your personal data for direct marketing purposes, that is to inform You by mail, telephone, automatic calling machines, fax e-mail, short messaging service (sms), or other electronic means, about products, services, new packages and offers provided by Us or by selected third parties,.
12.10. Should You not wish Us to process Your data for purposes concerning the direct marketing mentioned in Clause 12.9, You may inform Us in writing to GO p.l.c.s Customer Care Unit at Triq Fra Diegu, Marsa. You may further send a written request to this address should You wish to exercise Your rights, in accordance with Clause 12.5 above. It shall at all times remain Your responsibility to inform Us of any changes occurring in the data provided in order that We may be able to take all reasonable measures to keep Our records in Your regard correct and up-to-date.
12.11 Data of a personal nature provided by You and data collected by Us concerning Your use of Our IPTV services are entered into Our databases. In this context You acknowledge that the Decoder is equipped with software which allows the recording and the listing of the operations which have been carried out with the Decoder. This data is processed for the purpose of;
(i) enabling the proper execution of the Agreement
(ii) customer management
(iii) carrying out market surveys and establishing user profiles
(iv) investigating fraud, such as breaches of intellectual property rights
(v) carrying out information or promotional campaigns related to Our products and services.
13.1 The Agreement, including these Terms and Conditions and/or the Schedule of Charges may be amended from time to time. In any such event, We shall notify You in writing of any such amendments at least thirty (30) days prior to the coming into effect of the proposed change in accordance with applicable law. We shall also endeavour, but shall not be bound to, publish a notice of such changes on Our Website. Should You not accept the proposed changes, You must within thirty (30) days, inform Us in writing of Your disagreement, in which event Your sole remedy shall be the immediate and automatic termination of the Service and consequent withdrawal from the Agreement. In the event that You so withdraw from the Agreement under this Clause, You will not be subject to any penalty, however You shall remain bound to settle any pending dues in full. Failure on Your part to notify Us in writing of Your intention to terminate the Agreement as contemplated in this clause will constitute Your irrevocable acceptance of any such changes for as long as You remain a Subscriber. Continued use of the Service shall be deemed to be an acceptance of any changes effected.
14.1 We shall be entitled to assign the Agreement either in whole or in part.
14.2 You undertake not to assign, dispose of, re-sell, sub-lease or in any other way transfer the Service provided to You under the Agreement, or assign or dispose of, or part with, any right, benefit, advantage or obligation under the Agreement.
15.1 In the event that any one or more of the provisions contained in the Agreement, including these Terms and Conditions, and/or the Schedule of Charges, shall for any reason be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provision of the Agreement, but the Agreement shall be construed as if such invalid, illegal or unenforceable provision had never been set forth herein, and the Agreement shall be carried out as nearly as possible according to its original terms and intent.
16. JURISDICTION, APPLICABLE LAW, LANGUAGE
16.1. The Agreement shall be governed, construed and interpreted in accordance with the Laws of the Republic of Malta, and the parties irrevocably submit to the exclusive jurisdiction of the courts in Malta.
16.2 The Agreement has been drafted in the English language and the English text shall be regarded as the authoritative text. If the Agreement, including these Terms and Conditions are translated into any other language, any ambiguity or disagreement that may arise shall be resolved by reference to the English text.
17. General Provisions
17.1 Nothing in the Agreement shall operate to constitute any of the parties an agent, partner, employee or representative of the other.
17.2 The failure of either party to insist upon strict performance of any provision of the Agreement, or to exercise any right or remedy to which it is entitled under or in connection with the Agreement, shall not constitute a waiver thereof, and any waiver of any default shall not constitute a waiver of any subsequent default. Any waiver to be valid shall be in writing.
17.3 Any and all obligations assumed by You by virtue of the Agreement shall be binding on You irrespective of whether use of the Service is by You directly or by any third party, whether so authorised or not by You and even if said use by third party is without You knowledge or consent.
17.4 The description of the Service, these Terms and Conditions, any General Terms and Conditions, the Schedule of Charges, as amended and in force from time to time, may be viewed on Our Website.
17.5. Should it become necessary for Us to send You any notification in terms of the Agreement, We shall do so in accordance with applicable law by providing a written notification at the address provided by You in the Agreement or such other address as You may have subsequently provided to Us in writing for this purpose. In the event that You so authorise Us, We shall send such notices to You via email at the email address provided by You for such purposes.
17.6 In the event of any contradiction or inconsistency between any of the Agreement, these Terms and Conditions, any applicable General Terms and Conditions, and the Schedule of Charges, unless the contrary is expressly stated, the order of precedence shall be as follows:
(1) the Agreement
(2) these Terms and Conditions
(3) any applicable General Terms and Conditions
(4) the Schedule of Charges.
The most recent Schedule of Charges shall be applicable to the entire Agreement at any given time.
17.7 You acknowledge and accept that We may, without notice and in order to ensure quality and support of the Service connect remotely and, where applicable, restart and manage the Equipment. In this context You warrant and bind Yourself to apply any instructions communicated to You by Us.
17.8 You are to refer any complaint, dispute, and/or query concerning the Service to US in writing by sending an email to email@example.com