VIPERNET LIMITED

TERMS AND CONDITIONS OF TRADE

  1. APPLICATION OF TERMS

1.1.The terms and conditions of trade (“Terms”) set out below govern all of the supplies of information technology services and internet solutions and/or the supply of any associated products (“Services”) from Vipernet Limited (“Vipernet”) to you.

1.2.In these Terms, references to “us”, "we" and/or “our” shall mean Vipernet and references to "you" and “your” shall mean the customer purchasing the Services from Vipernet.

1.3.These Terms continue to apply for so long as Vipernet continues to provide Services to you. These Terms do not apply to anything other service providers agree to do for, or provide to, you under any arrangements between you and them.

2.OUR OBLIGATIONS

Our Services

2.1.You can apply to become an internet customer of Vipernet in any area where we offer internet services by communicating with us or an authorised agent working on our behalf through any of the communication methods referred to on our website.

2.2.We are not obliged to provide Services to you unless we decide, in our sole discretion, whether or not to accept your application and we may require you to agree to additional terms and conditions before we accept your application to become our customer.

2.3.When you apply to become our customer you have committed to purchasing the Services from us. If you decide to cancel your application for Services, we may charge you a fee for any costs we have already incurred and if you have received any equipment from us (such as a modem) you will need to promptly return it to us at your own cost. If you do not return it to us within 30 days’ you will be charged the replacement cost of the equipment.

2.4.We will provide the Services for you with reasonable care and skill and in a timely manner. However, given the nature of telecommunications products and services (including our reliance on systems and services that we do not own or control, including those of our network provider), we cannot promise that our Services will be continuous or fault free or available in all areas or to all customers. You acknowledge that there are issues beyond our control (such as outages and network problems) which may result in you being unable to connect or which may affect the quality, reliability and coverage of the Services available to you.

Changes to our Services

2.5.We may alter our Services from time to time.

2.6.If we reasonably consider that an alteration to our Services is likely to benefit you or will not be detrimental to you, we may make that alteration at any time without giving you prior notice.

2.7.If we reasonably consider that an alteration to our Services would be detrimental to you (such as increasing the price we charge for our Services) we will give you at least 30 days’ notice. If the alteration is outside of our control and we are unable to give you prior notice of the change alteration we will give you notice as soon as possible after the alteration has been made.

Providing new connections

2.8.For the purposes of these Terms, “the Network” consists of all the communications systems and facilities owned by us and other parties with whom we work (for example, Enable Networks Limited), and which are used to provide our Services to you. You do not have any rights in any part of the Network.

2.9.We will make sure you are provided with new connections as soon as possible, Monday to Friday (except on public holidays), as long as there is an Enable Optical Network Terminal (“Enable ONT”) connecting your home to the Network, and any credit arrangements required under these Terms are in place. If a technician needs to visit your home, we will do our best to arrange a time that is convenient to you. If there is no Enable ONT connecting your home to the Network, we will discuss with you what needs to be done to provide you with an Enable ONT, how long that is likely to take and what our charges will be.

Fixing faults

2.10.We will take all steps that we reasonably can to arrange for all faults on the Network which is impairing the Service we provide to you, to be fixed. To report a fault, either email us at Contact@Vipernet.nz or visit our website and we will respond to you as soon as possible. If it is found that there is no fault, or the fault was caused or contributed to by you or your equipment, we may need to charge you for this. You will be advised of any fees which may apply before you incur them.

3.YOUR OBLIGATIONS TO US

General obligations

3.1.You agree to:

Use the Services for your own personal, non-commercial use or, if you are operating a business from your residential home, for your own internal business purposes.

Make sure all information you give to us or to any third party service provider approved by us is correct and complete.

Notify us immediately of any change of your address, or phone numbers, or any other relevant contact details.

Follow the reasonable instructions and directions we provide about using our Services and only use them for lawful purposes.

Allow us to test the configuration of your equipment from time to time and comply with any reasonable directions given to you to reconfigure your equipment if we reasonably believe it is necessary to do so.

Use our Services without causing a nuisance to anyone else and without gaining unauthorised access to or interfering with anyone else's use of our Services or their computer or communications equipment.

Comply with all applicable laws, regulations, standards and codes when using our Services, and not infringe a third party's rights.

Edit, delete or cease any publication of any material or communication which we reasonably, and in good faith, consider to be unauthorised, misleading, objectionable, restricted, defamatory, illegal, inappropriate or contrary to these Terms, or detrimental to our reputation or to our brand, and if you do not do so to our satisfaction, you agree that we may edit, delete, block or disconnect that material or communication ourselves.

Not download or otherwise copy or provide (whether or not for a fee) to a person or entity all or part of any user or usage information.

Not use the Services, or content or anything else provided by us or available on our website, in any way that implies an association by us with any product, service, person or entity.

Never interfere with any part of the Network, even if it is on your property; only people we authorise may work on the equipment or on the Network.

Allow us or any of our agents or subcontractors to come on to your property from time to time, after giving you reasonable notice, to work on the Network or anything connected to it.

Pay for repairing or replacing any part of the Network which is lost, stolen, or damaged by you or anyone you are responsible for.

Ensure any equipment you connect to the Network and all telephone sockets and wiring which connect equipment you have to the Network meet and are installed to the relevant current specifications.

Make sure any additional wiring or equipment in your home, such as alarm systems, does not interfere with any part of the Network.

Ensure that everyone who you are responsible for who uses the Services we provide to you, or does anything in relation to them, is also aware of, and meets, these obligations.

4.YOUR RESPONSIBILITY FOR YOUR OWN EQUIPMENT

4.1.If equipment supplied to you by someone else does not work properly, you need to contact the equipment supplier or manufacturer, rather than us, about the problem.

4.2.You are responsible for any sockets, wiring or equipment in your home, such as telephone sockets, alarm systems connected to the Network or subscription television wiring. If any of it interferes with the provision of our Services to you, we have no obligation to pay you any compensation for any interruption to our Services, or if we have to temporarily disconnect the other wiring or equipment so as to restore our Services to you.

5.INTERNET SERVICES

5.1.You must not knowingly transmit any malware or use our Services in a manner which is likely to or is intended to damage or compromise the security of the Network.

5.2.You must comply with the local fibre company’s or other network provider’s end user terms, which will apply to you as the end user of internet services. The applicable terms will depend on the location you live in.

5.3.We do not control the information that can be accessed through the internet and we are not responsible for any inaccurate, illegal or offensive information which may be obtained from your use of the Services. We are also not liable for any malware or other harmful code which you download via the internet.

5.4.You will need a suitable modem to use our internet service. We can provide a modem or you can use your own. If you use a modem we provide then once you are connected you will own the modem and it will become your responsibility. If you use your own modem, we cannot guarantee that it will be compatible with our Services, or that it will remain compatible, and we may not be able to help with any issues you have with it. We and our network providers reserve the right to occasionally manage your modem to ensure a high level of security within any network.

5.5.The speeds you experience when you send data to or receive data from the Network depend on many different factors (including for example, the network provider’s delivery of data to or from the Network, your equipment and the number of users accessing the Services from your home). It may not be possible for you to achieve your desired or expected speeds or latency where you are connecting to the Network and we cannot guarantee that our Services will always be available or that they can always be used for any particular purpose.

6.TELEPHONE SERVICES

6.1.You are responsible for your relationship with any supplier providing telephone or related services for you. For example, if you change your address, you need to tell both us (for Services we provide) and the other service provider (for services it provides) about your move. If there is a problem with a service provided for you by another supplier, you need to contact the other supplier about the problem.

7.CHARGES

Your responsibility for paying our charges

7.1.You agree to pay for the Services we provide for you, no matter who uses them. For example, you are responsible for the charges for anyone else's use of your internet access. However, if you have any unexplained charges on your invoice please contact us as soon as you become aware of them and we will investigate for you. If acting in good faith we consider the charges are a result of fraud by another person or by someone outside of your reasonable control we will provide you with an appropriate resolution, which may include providing you with a credit or a refund.

7.2.The standard charges for our Services are set out on our website. You are also advised of the charges payable by you at the time you agree to take up a new service. Charges begin from the time you are connected to the Network. Subject to any other applicable minimum term or notice period, or other arrangement between us, a one month minimum rental charge is payable if you give up any Service within the first month after we begin providing the Service for you.

7.3.We may change our charges or plans from time to time.

7.4.When we decrease charges for any of Services we may make the change immediately and we will notify you of the change as soon as possible after the change has been made.

7.5.When we increase charges for any of our Services (including introducing charges for Services that are currently free) and you are impacted by the change, we will give you 30 days’ notice of these changes.

7.6.If you are on a minimum term contract we will not change the monthly plan charge or any early termination fee during the term of your minimum term contract, without either your consent or giving you the option to terminate your contract without incurring an early termination fee. However, we may change the monthly plan charge if the change arises from, relates to or is the result of a regulated charge outside our control, for example where the charge is a tax or levy imposed by the law or there is a charge for a regulated input required to provide you service, and the terms of your minimum term contract will remain in effect.

7.7.Charges for our Services, and any other amounts you may owe to us pursuant to these Terms and any other applicable terms will be detailed on our invoice.

8.CREDIT ARRANGEMENTS

8.1.In some cases, when we consider it reasonable and necessary to do so we may require you to pay a deposit or provide a guarantee as security for paying future charges for Services to be provided to you.

8.2.We may also set a credit limit for your account with us, and amend that amount from time to time, after giving you reasonable notice of the new credit limit. If you exceed any credit limit, we will do our best to contact you to tell you the amount you need to pay to get back within your credit limit. You must pay that amount within the period we have agreed with you. If you fail to do so, to prevent you from incurring any further charges, we may restrict or suspend all or part of our Services without notice. However, you will remain liable for all charges (including any late payment fees) incurred in excess of the credit limit.

9.INVOICING

9.1.Unless we otherwise agree, we will send you invoices each month for our internet charges and any other Services we provide to you. If we change how often we invoice you, we will provide you with 30 days’ notice of these changes.

9.2.Our invoice to you may also include any other amounts you owe to us for any reason.

9.3.You must pay each invoice in full by the due date for payment set out on it. You may not deduct or set off any amount from that shown on the invoice. Please contact us or visit our website for further information about the different ways you can pay.

9.4.Our invoices are based on our records of your use of our Services. If you dispute any amount shown on your invoice, you must contact us immediately to notify us of the amount in dispute and why you are disputing it. We will investigate the disputed amount as soon as possible and in some instances this may involve seeking information from our network providers or other third parties. When you are disputing part of an invoice, you still need to pay all other amounts not in dispute. We will not terminate any Service we provide for you if you have not paid amounts that are genuinely in dispute and we are aware of this.

9.5.If we agree there is an error the amount shown on your invoice we will adjust your next invoice or, if appropriate provide a refund. If we find there is no error we will notify you and we will provide you with an explanation, and if the due date for payment has already passed, you must pay the amount outstanding within 7 days or as otherwise agreed.

9.6.If you do not pay an invoice by the due date for payment set out on it, any or all of the following may occur:

you may be charged a late payment charge, which reflects the costs to us of recovering money owed to us;

you may be required to pay the reasonable costs that are incurred by anyone (including agents) in recovering the money you owe, or in exercising any other rights, including commissions, credit collection and legal costs on a solicitor and client basis; and/or

provided we have followed our standard debt collection process and you still have not paid your outstanding balance we may withhold, suspend, restrict or terminate any Service we provide for you.

10.WITHHOLDING, SUSPENDING OR RESTRICTING SERVICES

10.1.If you do not meet a responsibility you have to us, at any time we may withhold, suspend, restrict, replace or terminate any Service provided to you, or take such other steps as we believe are reasonably necessary or appropriate. We may also restrict, suspend or cancel your Service(s) at any time if:

you are abusive to us, or anyone acting on our behalf, or use the Service(s) in a way that we reasonably consider to be abusive, offensive, inappropriate or a form of harassment; or

you have made multiple complaints without a reasonable basis for doing so, and you continue to make complaints without any reasonable basis after we have requested you to stop.

10.2.We will always do our best to contact you before doing this. If you have not met a responsibility you have to us (for example, where you did not pay your invoice by the due date) normal charges continue to apply during the suspension or restriction of any Service. However, if following a suspension or restriction of any Service we permanently disconnect that Service, you will only be responsible for the charges incurred up to the date of the suspension or restriction.

10.3.Where we suspend or terminate a Service for non-payment, we may require you to pay a reconnection charge before you can use it again. Your account will also need to be paid in full. The reconnection will be subject to our standard credit approval.

10.4.Where we permanently disconnect your Services you will remain liable for all charges incurred up to the date of a withholding, suspension or restriction of your Services. Where such disconnection is before the end of a minimum term contract an early termination fee will also apply. We may also suspend, restrict or terminate any Service in other circumstances if we think it reasonable or necessary.

11.CONSUMER PROTECTION LEGISLATION AND LIABILITY

11.1.Subject only to clause 11.2 below, nothing in these terms affects your rights under the Consumer Guarantees Act 1993 and the Fair Trading Act 1986. You can visit the website www.consumeraffairs.govt.nz to help you understand your rights under this legislation.

11.2.If you are acquiring the Services for the purposes of a business as defined in the Consumer Guarantees Act 1993 you acknowledge that the provisions of that Act do not apply to the Services that that we provide to you under these Terms.

Your liability to us

11.3.You accept your liability to us for breach of these Terms or negligence. However, you are not liable for any loss to the extent that it is caused or contributed to by us.

11.4.Your liability to us under these Terms is limited to:

$5,000 for any one event; and

A total of $10,000 in respect of all events in any 12 month period.

These limitations do not apply to your obligation to pay any charges, or for any loss or damage caused by fraud, wilful breach or wilful damage.

11.5.If we suffer any loss as a result of these Terms, we agree to take reasonable steps to avoid or minimise our loss when we become aware of such loss and we acknowledge that you are not liable for any loss that results from our failure to take such reasonable steps.

Our liability to you:

11.6.We accept our liability to you for breach of these Terms or our negligence, and, subject to clause 11.2 above, for our breach of consumer protection laws, such as the Consumer Guarantees Act 1993 and the Fair Trading Act 1986. However, we are not liable for any loss to the extent that it is caused or contributed to by you.

11.7.We are not liable to you for any indirect or consequential loss, or for any loss of profits, revenue, goodwill, business or anticipated business or anticipated profits or savings.

11.8.If you suffer any loss as a result of these Terms, you agree to take reasonable steps to avoid or minimise your loss immediately upon becoming aware of such loss and you acknowledge that we are not liable for any loss that results from your failure to take such reasonable steps.

11.9.We aim to provide quality services to you at all times, and exercise reasonable skill and care in performing our obligations to you. However, if we are prevented from performing any obligation in these Terms by reason of any act of God, act of State, riot, insurrection, civil commotion, strike, sanctions, boycott, embargo, pandemic, or any other circumstance beyond our reasonable control (such as power outages or Network problems), we will endeavour to notify you of the existence of the circumstances and its expected duration, and the obligations that are impacted by the circumstances. Where those circumstances prevent us from providing our Services to you, our performance of these Terms and provision of Services to you will be suspended until such circumstances cease to exist. We are not liable to you for any failure or delay in performing any obligation set out in these Terms in the circumstances contemplated by this clause and you will not be required to pay any charges for any Services to the extent that such Services are not provided by us due to the circumstances contemplated by this clause.

11.10.You acknowledge that no network provider and/or third party supplier (including their officers, employees, contractors and agents) will in any way be liable to you for loss or damage of any kind in connection with any fault or defect in the Network or those services that affect our Services or any loss or damage arising from your use of the Services. This clause creates a right and benefit that those third parties can enforce as a defence to any claim.

12.LIMITATION OF OUR LIABILITY

12.1.If we or anyone described in clause 11.10 are ever liable to you for any reason, the maximum combined amount we and all the other parties listed in clause 11.10 (together) will have to pay you and anyone else who uses the Services we provide for you (together), will be:

$5,000 for any event or for any series of related events; and

a total of $10,000 in respect of all events in any 12 month period,

provided that you notify us of your claim within 12 months after you reasonably became aware of the occurrence of the relevant event or series or events that gave rise to your claim. These limitations do not limit any rights you may have under the Consumer Guarantees Act 1993 and the Fair Trading Act 1986.

13.INFORMATION ABOUT YOU

Collecting information

13.1.For so long as you use our Services, you agree that Vipernet (and any agents and service providers approved by us) may collect personal information about you. In most cases this information will be collected directly from you, but otherwise it may be obtained from others (with your consent) or generated within the Network when you or anyone else uses our Services or the services of any service provider approved by us. If you do not provide the information requested then we may not be able to provide our Services to you. You may ask to see personal information we hold about you and ask for any details that are wrong to be corrected. We may charge you for the reasonable costs of retrieving and providing this information.

Holding and using information

13.2.We, and, to the extent appropriate, any agents and service providers approved by us, may hold the information and share it to the extent appropriate with each other, with our employees, contractors and agents, with credit reference and debt collection agencies, with our suppliers, communications network operators and selected business partners (collectively referred to in this clause as “authorised persons”). This enables us and other companies and agencies, including credit reference and debt collection agencies, and any service provider approved by us to provide our Services for you and others, send you invoices, recover and report on money you owe, help prevent and investigate fraud, keep you informed of services available to you and exercise any lawful right we have, or any authorised person has.

13.3.We may share with other network operators any information needed to:

enable you to make and receive services through their networks; or

investigate an action or threat to network integrity or security, and to help prevent and investigate fraud.

13.4.We may record any communications we have with you or your authorised representative so as to maintain accurate records of our dealings with you, confirm our contractual commitments to each other and/or assist in resolving any disputes between us. We may also monitor communications between customers and third parties to maintain and support our systems and to safeguard the security and integrity of our Services. Any information we collect by doing this will be used in compliance with New Zealand privacy laws.

14.CHANGING THESE TERMS

14.1.We may change these Terms from time to time. Changes may take the form of completely new Terms. We will notify you of any material changes to these Terms at least 30 days before they come into effect.

14.2.We will notify you of any such changes by emailing or writing to you or notifying you by other electronic means. Your continued use of our Services after changes have been notified to you in this way indicates your acceptance of those changes. If you do not agree to the changes you may exercise your right to terminate these Terms.

15.NOTICES AND OTHER COMMUNICATIONS

15.1.We will send invoices and other notices and communications to the last physical or electronic address or mobile number you have given us. We can assume any invoice or notice we send by physical post has been delivered three days after we post it and, if sent electronically, has been received by you on the date it was sent. Please tell us as soon as possible if you change your address or other contact details.

15.2.You also agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.

15.3.If you need to contact us for any reason, you should visit our website, www.Vipernet.nz or contact us by telephone on 027 201 5225 or by emailing us at Contact@Vipernet.nz.

16.TERMINATION OF SERVICES

16.1.You may temporarily or permanently give up any particular Service or end all Services at any time by giving us 30 days’ prior notice. If you are only giving up a particular Service, these Terms will remain in force. If you give up a particular Service and later want it reconnected, you may have to pay a reconnection charge.

16.2.If you exercise your right to terminate a Service that is subject to a minimum term, and you are ending the Service prior to that minimum term, then an early termination fee may apply.

16.3.Subject to any minimum term or notice period (where, as noted, an early termination fee may apply), charges will stop 30 days after we receive your notice to terminate a Service, unless we agree to an earlier date. You can choose to continue to receive the benefit of a Service during the 30 day notice period. You may not transfer your rights or obligations under these Terms to any third party.

16.4.We may terminate the provision of any Service to you at any time if:

You have not complied with these Terms or any other terms and conditions applicable to your use of the Services;

You fail to pay any of our fees and charges in full and by the due date;

We reasonably believe that you have supplied incorrect or misleading information to us;

You or anyone who makes use of your internet connection (with or without your authorisation) damages the Network or puts the Network at risk; or

We have the right to do so in accordance with any other clause of these Terms.

16.5.On terminating the provision of any Service to you under these Terms:

we will cease providing the relevant Service;

you must still pay us for your use of the Services provided to you up to the date of termination which may also include a termination fee or charges to the end of your invoicing period; and

we may retain some information, data or other material that we hold in relation to your use of the Service, including personal information, provided that this complies with the New Zealand privacy laws.

17.INTELLECTUAL PROPERTY RIGHTS

17.1.We (and other service providers who work with us) own or are licensed to use intellectual property rights (including, without limitation, copyright, trademark and design rights) in connection with our Services (“Intellectual Property Rights”).

17.2.You do not acquire any right, title or interest in the Intellectual Property Rights and you acknowledge that such ownership or licence rights, title or interest shall remain with us and/or our service providers. You shall not use any intellectual property, including any trade mark, which belongs to us or our service providers or cause, assist or permit anything to occur which may interfere with, damage or endanger the Intellectual Property Rights. You must advise us immediately if you become aware of any unauthorised use or attempted use by any person of our trade marks or other Intellectual Property Rights or those of our service providers.

17.3 We do not claim ownership of any content or material you provide or make available through the Services ("Customer Material"). However, by posting any Customer Material on online forums operated or approved by us, you grant to us a perpetual, royalty-free, non-exclusive, irrevocable, unrestricted, worldwide licence to use, copy, sub-licence, redistribute, adapt, transmit, publish, delete, edit and/or broadcast, publicly perform or display the Customer Materials, provided that we may not derive any direct financial gain from the exploitation of any right under such licence, unless otherwise agreed with you.

18.DISCLOSURE OF INFORMATION

18.1.We may disclose information about you or your use of the Services without your prior permission if we have a good faith belief that such action is necessary to:

Comply with any applicable law, regulation or government request or comply with legal process.

Protect our rights or property or those of our agents, contractors or service providers.

Enforce these Terms.

Act to reasonably protect the interests of our customers or others.

18.2.To the extent required by law, we may also disclose to copyright owners such information relating to your use of Services as may be required for such copyright owners to enforce their rights against you.

19.GENERAL

19.1.We may engage reputable agents, contractors or service providers to assist us in providing the Services or to perform all or any of our obligations under these Terms.

19.2.We may also assign to a third party approved by us all or any part of our rights or obligations under these Terms. You may not assign or subcontract any of your rights or obligations under these Terms without our prior written consent.

19.3.A delay by us in exercising any right is not a waiver of that right. A failure by us to exercise a right on any occasion does not prevent any subsequent exercise of that right.

19.4.Unless otherwise stated in these Terms, we may exercise our powers or rights at any time without prior notice to you.

19.5.We make no representation that the Services are appropriate or available for use in locations outside of New Zealand. Those who choose to access the Services from other locations do so at their own risk and are responsible for compliance with local laws.

19.6.These Terms shall be governed by and construed in accordance with New Zealand law and the parties shall submit to the non-exclusive jurisdiction of the New Zealand Courts.