Ethernet Over Fibre Leased Lines

Ethernet over Fibre to the Cabinet (EoFTTC) and Ethernet First Mile (EFM)

1. Definitions

1. “Access” means a copper or fibre optic internet and/or data connection which is provided via a dedicated link and used exclusively by you for the purposes of data transmission;

2. “Activation Date” means the date upon which we confirm to you that the circuit is available for use;

3. “Backup” means a secondary connection (normally broadband) which facilitates the remote management and monitoring of the CPE and which can be used as a limited failover service in the event of a failure of the Primary circuit;

4. “Broadband” means internet access using ADSL technology and/or such other technology as is available from time to time and offered by Glemnet to its customers;

5. “Contract of Service” means the order form for the supply by Glemnet of the Equipment and/or Services which has been completed by, or in accordance with an order from, you;

6. “CPE (Customer Premise Equipment)” means the equipment located at your premises and which is connected with Glemnet’s circuit, Ethernet or private line circuit/service;

7. “EFM” means Ethernet in the First Mile which is an internet connection provided over copper;

8. “Ethernet” means the technology used to deliver a Fibre or copper multi paired circuit;

9. “Leased Line” means a copper or fibre optic internet and/or data connection provided and managed in such a way so as to provide guarantees about data throughput and performance;

10. “Installation Service” means the onsite installation service offered by Glemnet as specified on the Contract of Service

11. “Minimum Cancellation Notice Period” means 90 days prior to the end of the Minimum Service Period, unless otherwise stated in the Contract of Service;

12. “Minimum Service Period” means the period set out in the Contract of Service;

13. “NGA Ethernet” means an internet connection provided using the technologies of FTTC or EoFTTC circuits to deliver business-grade Ethernet services;

14. “Private Line Circuit” or “Private Line Service” means a point to point connection which enables data to be transferred between two business premises;

15. “Rental Agreement” means any rental agreement entered into between Glemnet and you for the rent by you of the Equipment (where specified in the Contract of Service);

16. “Service Level Agreement” or “SLA” means the service level agreement for the Fibre Leased Line Service or EFM that describes the service levels to be met by Glemnet together with the remedies available to you for failure to meet such service levels;

17. “Telecommunications Circuit” means a circuit that allows that transmission of TCP/IP data;

18. “Terminating Device” means a router that is used to terminate the Circuit and present connectivity through a single Fast/Gig Ethernet port to the customer's network (normally via a firewall);

19. “Glemnet” / “we” / “us” means Glemnet Limited (Company Registration Number 04308716) of Unit 1, 2 Thayers Farm Road, Beckenham, BR34LZ;

20. “Data Protection Legislation” (i) unless and until the GDPR is no longer directly applicable in the UK, the General Data Protection Regulation ((EU)2016/679) and any national implementing laws, regulations and secondary legislation, as amended or updated from time to time, in the UK and then (ii) any successor legislation to the GDPR or the Data Protection Act 1998.

 

2. The Services

1. Glemnet shall provide the Leased Line Service at the data transfer speed stated on the Contract of Service, subject to the terms of this Agreement.

2. As part of the Leased Line Service, Glemnet agrees to supply and you agree to purchase (or rent, where the Contract of Service specifies a Rental Agreement) the Equipment (if any) specified in the Contract of Service.

3. You agree to install the Equipment on (or prior to) the Activation Date. The SLA relating to the Leased Line Service shall not come into effect and Glemnet shall have no liability for any failure to deliver the Service under these Terms and Conditions or any SLA relating to the Service until the Equipment has been installed and connected to the Telecommunications Circuit by you. Glemnet reserves the right to recover from you any charges incurred in providing onsite assistance.

4. We will configure and deliver to your Site the Equipment to be connected by you to the Telecommunications Circuit at your Site.

5. Whilst we will use reasonable endeavours to provide the Services and/or Equipment to you within any timescales specified by us or agreed with or requested by you, we will not be liable to you for any delay in providing or failure to provide the Services and/or Equipment within such timescales.

6. Glemnet shall not be obliged to provide the Leased Line to you unless and until we have received written confirmation, or (if requested in our discretion) evidence, that all installation work at your premises is complete.

7. You shall be responsible for the Charges from the Activation Date.

8. We shall allocate a range of Internet Protocol (IP) addresses for your use for machines on your network for the duration of this Agreement. It will be your responsibility to connect the Equipment to, and to configure your machines on, your own network.

 

3. Regrades and Shifts

1. The bandwidth of an individual Leased Line circuit (a “Circuit”) cannot be downgraded to a bandwidth which is below the Circuit bandwidth that was initially provisioned for that particular Circuit. Circuit bandwidths can be upgraded at any time during the Agreement, subject to the payment of revised Charges as notified to you by Glemnet from time to time. For the avoidance of doubt, the Site Access bandwidth of an EFM Circuit cannot be downgraded at any time.

2. Site Access bandwidths can be upgraded. Where the existing Site Access bandwidth is within the Minimum Service Period, upgrades will be permitted providing that new Charges and a new Minimum Service Period will apply for the upgrade. The new Minimum Service Period will have a duration of at least twelve (12) months or until the end of the original Minimum Service Period, whichever is the longer. Where a new Minimum Service Period is agreed in respect of any upgrade, this will supersede the existing terms in relation to the applicable Contract of Service governing the Site Access bandwidths. For the avoidance of doubt, Site Access bandwidth for EFM Circuits can be upgraded, subject to the addition of extra copper pairs.

3. If an external shift is possible, where the existing Site Access is within its existing Minimum Service Period, an external shift will be permitted provided that a new Minimum Service Period is agreed with a duration of at least twelve (12) months or until the end of the existing Minimum Service Period, whichever is the later. Where a new Minimum Service Period is agreed in respect of any upgrade, this will supersede the existing terms in relation to the applicable Contract of Service governing the Site Access bandwidths. If a shift is not possible, a new Site Access will need to be ordered into the new Site.

 

4. Service Period

1. Unless otherwise terminated or suspended in accordance with this Agreement the following Leased Lines Services shall be provided for the Minimum Service Period from the date of activation:

   1. Access;

   2. Ethernet;

   3. Private Line;

   4. EFM.

2. On the expiry of the Minimum Service Period, the Services will, unless 90 days’ notice to terminate has been given prior to the date of such expiry, automatically renew for a further 12 months or until a new contract term is agreed between Glemnet and you, whichever is the latter.

 

5. Provision of Service

1. We may be required to carry out additional construction (known as Excess Construction) work prior to or during the installation of a Telecommunication Circuit (for example because fibre or copper is not present, or buildings entries are required and/or additional equipment is needed). You may be subject to additional charges for such work as per Clause 9.1 below.

2. Glemnet may monitor the Leased Line Service 24 hours a day, 7 days a week, 365 days a year. Relevant details of this activity are set out in the applicable Service Level Agreement.

 

6. Assurance Backup

1. A suitable secondary connection must be present at the Premises prior to the Leased Line Service being Activated. (only for Ethernet over Fibre Leased Line circuits).

2. In the event that you are unable to provide us with details of a suitable pre-existing secondary connection when you place your order with us, we will place an order for Assurance Backup at the same time we place your order for Leased Line Services.

3. For the purposes of this clause, a “suitable secondary connection” means:

   1. available Broadband service is already in existence at your premises; or

   2. the number of an available PSTN line on which we can install Assurance Backup service at your premises; or

   3. such other secondary connection as may be agreed by us from time to time.

4. Backup shall be provided for the purposes of failover of the Leased Line Services only and you are not permitted to make use of the Backup as a primary circuit or for any other purpose. For the avoidance of doubt, Backup is not intended to provide an equivalent service to the Leased Line Service.

 

7. Installation of the Backup

1. For the purposes of this clause, the Network Termination Point (or “NTP”) means the endpoint of the network cable located either at:

   1. the point at which the network cable arrives on the exterior of the Premises (but no higher than 1.5 m above ground level); or

   2. within 3m of the entry of the network cable into the Premises, or the first reasonably available point on the network cable up to a maximum duration of one hour’s work from the time the engineer commences work on arrival at the Premises (provided that the one hour’s work will only be undertaken to the extent necessary for engineering or safety reasons).

2. The one hours work on-site referred to at clause 7.1.2 relates only to the wiring at the Premises, not any work carried out off-site.

3. The Network Termination Point will be a single or multi-line internal NTE.

4. The internal NTE will be located on a wall within 3m of the entry point into the Premises as measured horizontally along the entry wall or any adjacent wall. Wiring will be surface run along skirting boards. For the avoidance of doubt, the 3m will not cover service to a point 3m radially from entry.

5. Subject always to the restrictions set out in this clause 7, the engineer will fit the NTP as close as possible to where you require it to be sited. If this is not sufficient for your needs, you have the option to request a further visit from an engineer, via Customer Support, to fit extension wiring (at additional cost to you) or you may make your own arrangements with another supplier or use wireless technology.

6. You will be responsible for any internal wiring beyond the NTP. However, if an engineer is called to repair a fault which is beyond the NTP, the engineer will, where reasonably possible, at the time of repairing the wiring “regularise” the wiring to move the NTP to within the new demarcation point. This will not apply if the wiring has been routed within walls (for instance a previous new development). Additionally, rearrangement of wiring will only take place if it can be done as part of the normal appointment timescales. For instance, a line with excess internal wiring will be repaired by including an NTP at the correct location and reconnecting the existing wiring and NTE.

 

8. Conditions of Use

1. You agree that you will be responsible for all use of the Leased Line Services and (unless we have agreed to supply it as part of the Equipment) for providing anything necessary for you to use the Leased Line Services and which is in addition to any Equipment or service provided by Glemnet pursuant to this Agreement.

2. Broadband Backup speeds are not guaranteed and are subject to availability, according to BT’s advertised coverage of exchanges in the UK. Where Broadband is not available, a recommended alternative will be provided.

3. With regard to service monitoring of Private Line circuits, the PSTN line for service monitoring is subject to availability, according to BT’s advertised coverage of exchanges in the UK. Where service monitoring is not available, a recommended alternative will be provided.

4. You agree that we may, from time to time, suspend and/or change your password (at our discretion if we reasonably believe that such a step is in the interests of security).

5. Any managed hardware, and/or routers, which you purchase from us, will be tested by us and configured to meet your basic network and Internet specifications. In the event that you wish to make alterations to configuration of such Equipment, you agree to contact Glemnet to request such changes. Upon confirmation of authorisation, Glemnet will make such changes.

6. Any fault with the Services and/or the Equipment, which you detect must be reported to us as soon as possible.

 

9. Charges

1. You agree to pay for any and all charges in relation to any additional work for the installation of; (a) an Access Circuit, (b) an Ethernet Circuit, (c) an EFM Circuit (d) NGA Ethernet or (e) the Backup. However, prior to incurring such costs, you will be presented with a revised quotation and given the option to proceed or not with the installation work. If you elect not to proceed with the installation of an individual circuit pursuant to this paragraph no costs will be incurred by you in relation to that individual circuit, however, such cancellation shall not cancel any other circuits that you have ordered from Glemnet, or discharge your obligation to pay the Charges for such circuits, whether or not such orders have been fulfilled.

2. Your Service may also be subject to additional charges. These charges are listed below, but you will be notified of the exact amount of the charge in the event that such a charge becomes payable. All additional charges are payable in advance.

3. Abortive Visit Charges We reserve the right to raise an ‘Abortive Visit Charge’ of £135 plus VAT if an appointment is agreed for work at your Premises and the engineer arrives within the appointment slot but is unable to carry out the work at, or gain access to, your premises. This may be because entry to your premises is refused or no access can be gained or where the person who placed the order or their representative is not available to provide detailed work instruction (i.e. socket location).

4. An Abortive Visit Charge will also be imposed when:

   1. order cancellation charges are not applicable but appointments are cancelled or delayed after the contractual cancellation window, or

   2. an escort is not available. This is because Engineers cannot enter premises unescorted or with a person under the age of 18.

5. Excess Construction Charges. We may be required to carry out additional construction work prior to or during the installation of your Service (for example, additional infrastructure may be needed to provide a new or an extended service at your Premises). Excess Construction Charges will be due and payable in addition to our standard connection charges.

6. When Excess Construction is required, a survey will be carried out and charges will be individually assessed. These charges are in addition to the standard connection charges which apply for your Service.

7. You agree to pay for any and all charges in relation to any additional work for the installation of the Service including the cost of any additional equipment. However, prior to incurring such costs, you will be presented with a revised quotation and given the option to proceed or not with the installation work. If you elect not to proceed with the installation of an individual Service pursuant to this paragraph no costs will be incurred by you in relation to that individual Service, however, such cancellation shall not cancel any other Services that you have ordered from Glemnet, or discharge your obligation to pay the Charges for such Services, whether or not such orders have been fulfilled.

8. Cancellation Charges will be charged in the event that an order is cancelled for any reason other than Excess Construction Charges (ECC) and will be calculated as follows:

   1. Cancellations requested after the order confirmation and prior to ECC notification will be charged at 10% of a 1-year charge;

   2. Cancellations requested after ECC notification and prior to the Contractual Delivery Date will be charged at 50% of a 1-year install charge; 

   3. Cancellations requested after the issue of a Contractual Delivery Date will be charged a 100% of a 1-year install charge.

9. You shall pay the price for the Services as set out in the Contract of Service. We shall be entitled to vary any element of the Charges by giving to the Customer not less than 30 days’ written notice of the variation providing that no such variation shall result in an aggregate percentage increase in the relevant element of the Charges during the Term that exceeds 2% over the percentage increase, during the same period, in the Retail Prices Index (all items) published by the UK Office for National Statistics. 

 

10. Termination

1. The Contract shall come into force on and with effect from the date the service has been activated.  The minimum period of the contract is as per the term stated in the Minimum Service Period on the Contract of Service.  The contract will continue after its minimum period for a further 12 months, unless and until terminated by either party hereto giving at least 90 days’ notice in writing by Recorded Delivery post to the other, expiring at the end of the original minimum period or on any subsequent 12-month anniversary thereafter.

2. Termination before the activation date of the service as specified by Glemnet may be subject to any charges incurred by Glemnet and Glemnet reserves the right to recover from you any charges incurred.

 

11. Installation Service

1. The following terms shall apply where you have opted for Glemnet’s Installation Service.​​​​​​​

2. An engineer will visit your premises to connect the CPE to the Leased Line Circuit. We shall use our reasonable endeavours to ensure that the Leased Line circuit is in a working state prior to leaving your premises, however, in the event that we are able to connect the CPE but we are unable to sign off the Circuit due to a carrier fault, we will contact you once the fault has been resolved to confirm whether or not the Circuit is operational. You will not be liable for the Charges until the Circuit is confirmed as operational.

3. We will perform the following router installation tasks unless otherwise agreed between us. For the avoidance of doubt, the Access router(s) will, by default be configured to act as a Terminating Device only. Any specific routing policies e.g. Access Control Lists must be raised at the design stage or during the completion of the scope of works, otherwise, any changes may necessitate a re-design and delay the installation due to testing and bespoke development. The installation tasks will include:

   1. the installation and configuration of the proposed router appliance(s);

   2. configuration of the router by default to act as a terminating device to the Leased Line;

   3. any bespoke requests will be accepted on a project by project basis;

   4. the backup and storage of a copy of the OS configuration at the time of installation sign off;

   5. the performance of operational and performance tests;

   6. reporting portal access and authentication tests – office set up;

   7. establishment of the management, monitoring and reporting communications;

   8. where appropriate, the setup of additional resilience i.e. high availability if ordered and if possible test failover;

   9. any bespoke technical development required to verify a given configuration before implementation.

4. Before any work is undertaken pre-installation checks must be completed to avoid any unnecessary delay or costs. Glemnet reserves the right to charge for additional visits due to the installation not being completed as a direct result of either the Scope of Works pre-requisites not being met and/or any pre-configuration forms not being completed correctly or on time. The pre-installation checks shall be undertaken by you at least 5 days in advance of the Installation Services being performed. Assistance will be provided by a qualified Glemnet engineer at no cost.

5. For the avoidance of doubt, the Installation Services cannot take place until we receive a signed copy of the Statement of Works and confirmation that the following prerequisites have been met:

   1. a 240V power socket is required for each individual router as well as any resilience units i.e. High Availability pairs;

   2. we will require either a UTP/RJ45 connection to connect the router to your network. We will supply X-cover cables where necessary (router to firewall);

   3. the router can only be connected to a UTP based network; it may be necessary to supply an additional 4-port UTP/BNC hub (charged separately). If a hub is required an additional 240V power socket will be required;

   4. the network connection should preferably be within 2 metres of the proposed installation of the Access router however a maximum of 10m can be accepted;

   5. a free local TCP/IP address is required for both the Router and any subsequent appliances;

   6. an indication of any other devices, firewalls, switches, servers etc that may cause communication issues between the router and the network must be clearly identified and a network diagram provided where possible;

   7. all security, access and change control processes to be actioned prior to the visit; and

   8. a named contact with suitable access rights is to be provided by you to us.

6. The Charges for the Installation Service are subject to the following assumptions:

   1. the site at which the Installation Service will be performed has no redundant hardware onsite to decommission, remove from the site and/or dispose of;

   2. the site at which the Installation Service will be performed is within mainland UK in a major town or city and with no impediment to road travel;

   3. the Installation Service shall take a maximum of 2 hours(commencing from the time of the scheduled appointment, regardless of the time that the engineer actually commences the installation); and

   4. that the Installation Service shall be performed between the hours of 09:00 to 17:00, Monday to Friday excluding public holidays.

7. Where the assumptions set out at clause 11.6 above are not met, we reserve the right to increase the Charges payable for the Installation Services.

8. Upon completion of the Installation Services, a Project Signoff Certificate shall be issued by Glemnet for signature by both parties. Once signed by both parties, this document shall certify that the Installation Services have been carried out to your reasonable satisfaction.

9. If a Project Sign-Off Certificate is not signed by you, your use of the Installation Services within a live environment for not less than one month shall be deemed to be acceptance by you that the Services have been carried out to your reasonable satisfaction.

10. Upon termination of the Installation Services for any reason, all sums due to Glemnet shall become immediately payable by you without set-off or deduction.

 

12. Data Protection

1. Both parties will comply with all applicable requirements of the Data Protection Legislation. This clause 12 is in addition to, and does not relieve, remove or replace, a party’s obligations under the Data Protection Legislation.​​​​​​​

2. The parties acknowledge that for the purposes of the Data Protection Legislation, the Customer is the data controller and Glemnet is the data processor. Schedule 1 sets out the scope, nature, and purpose of processing by Glemnet, the duration of the processing and the types of personal data.

3. Without prejudice to the generality of clause 12.1, the Customer will ensure that it has all necessary appropriate consents and notices in place to enable lawful transfer of the Personal Data to Glemnet for the duration and purposes of this agreement.

4. Without prejudice to the generality of clause 12.1, Glemnet shall, in relation to any Personal Data processed in connection with the performance by Glemnet of its obligations under this agreement:

   1. process that Personal Data only on the written instructions of the Customer unless Glemnet is required by Data Protection Laws or any other applicable law to which Glemnet is subject; in such a case, Glemnet shall promptly notify the Customer of this before performing the processing required by the Applicable Laws unless those Applicable Laws prohibit Glemnet from so notifying the Customer;

   2. ensure that it has in place appropriate technical and organisational measures, reviewed and approved by the Customer, to protect against unauthorised or unlawful processing of Personal Data and against accidental loss or destruction of, or damage to, Personal Data, appropriate to the harm that might result from the unauthorised or unlawful processing or accidental loss, destruction or damage and the nature of the data to be protected,  having regard  to  the state of technological development and the cost  of  implementing  any  measures  (those measures  may  include,  where appropriate, pseudonymising and encrypting Personal Data, ensuring confidentiality, integrity, availability and resilience of its systems and services, ensuring that availability of and access to Personal Data can be restored in a timely manner after an incident, and regularly assessing and evaluating the effectiveness of the technical and organisational measures adopted by it);

   3. ensure that all personnel who have access to and/ or process Personal Data are obliged to keep the Personal Data confidential;

   4. not transfer any Personal Data outside of the European Economic Area unless the prior written consent of the Customer has been obtained and the following conditions are fulfilled:

      1. the Customer or Glemnet has provided appropriate safeguards in relation to the transfer;

      2. the data subject has enforceable rights and effective legal remedies;

      3. Glemnet complies with its obligations under the Data Protection Legislation by providing an adequate level of protection to any Personal Data that is transferred; and

      4. Glemnet complies with reasonable instructions notified to it in advance by the Customer with respect to the processing of the Personal Data;

   5. assist the Customer, at the Customer’s cost, in responding to any request from a Data Subject and in ensuring compliance with its obligations under the Data Protection Legislation with respect to security, breach notifications, impact assessments and consultations with supervisory authorities or regulators;

   6. notify the Customer without undue delay on becoming aware of a Personal Data breach;

   7. at the written direction of the Customer, delete or return Personal Data and copies thereof to the Customer on termination of the agreement unless required by Applicable Law to store the Personal Data; and

   8. maintain complete and accurate records and information to demonstrate its compliance with this clause 12.

5. The Customer consents to Glemnet appointing a third-party processor of Personal Data under this agreement. The Provider confirms that it will enter with the third-party processor into a written agreement incorporating terms which are substantially similar to those set out in this clause 12.

6. Either party may, at any time on not less than 30 days’ notice, revise this clause 12 by replacing it with any applicable controller to processor standard clauses or similar terms forming party of an applicable certification scheme (which shall apply when replaced by attachment to this agreement).

 

13. Limitation of Liability

1. Glemnet Ltd is not liable in contract, tort (including negligence) or otherwise for indirect loss of profits, business or anticipated savings, nor for any other indirect loss or damage or for any destruction of data.​​​​​​​

2. Each provision of this Contract, excluding or limiting liability, operates separately. If any part is held by a court to be unreasonable or inapplicable, the other parts shall continue to apply.

3. Our aggregate liability (whether in contract or for negligence or breach of statutory duty or otherwise howsoever) to you for any loss or damage of whatsoever nature and howsoever caused shall be limited to an in no circumstances shall exceed a sum equal to one month’s billing for the Services by us to you based on the average billing for the Services by us to you over the previous 3 months or since the commencement of the Contract if the contract commenced within 3 months of the date of the claim concerned.

4. Nothing in these conditions shall impose any liability upon us in respect of any non-performance or Services which are not performed in accordance with Contract arising out of your own acts, omissions, negligence or default.

  

14. Force Majeure Event

1. If a Force Majeure Event gives rise to a failure or delay in either party performing any obligation under the Agreement (other than any obligation to make a payment), that obligation will be suspended for the duration of the Force Majeure Event.​​​​​​​

2. A party that becomes aware of a Force Majeure Event which gives rise to, or which is likely to give rise to, any failure or delay in that party performing any obligation under the Agreement, must:

   1. promptly notify the other;

   2. inform the other of the period for which it is estimated that such failure or delay will continue.

3. A party whose performance of its obligations under the Agreement is affected by a Force Majeure Event must take reasonable steps to mitigate the effects of the Force Majeure Event.

 

15. Termination of the Contract

1. Notwithstanding any other provision of these conditions, either we or you (without prejudice to its other rights) may terminate the Contract with immediate effect by giving notice in writing to the other, in the event that:​​​​​​​

   1. The other is in breach of any provision of the Contract and (where such breach is remediable) fails to remedy that breach within 14 days of a written notice from the non-defaulting party specifying the breach;

   2. The other is subject to bankruptcy or insolvency proceedings which shall mean bankruptcy becoming insolvent, making any composition or arrangement with creditors or an assignment of their benefit, any execution, distress or seizure;

   3. The Hire Agreement terminates for any reason.

2. Notwithstanding any other provision express or implied in these conditions, we (without prejudice to our other rights may terminate the Contract with immediate effect in the event that:

   1. any license under which you have the right to run your telecommunication system and connect it to our system is revoked, amended or otherwise ceases to be valid; or

   2. you fail to make any payment when it becomes due to us.

3. On termination of the Contract for any reason, you must pay us any outstanding usage charges for your usage of the Services and calls up to the date of termination.

4. If the Contract is terminated for any reason you must pay us an early termination penalty fee for services and usage charges in accordance with clause 10.1

   1. Usage charges penalties will be calculated based on an average usage spend for the preceding 3 months prior to notice being given.  The average monthly amount will be used to calculate the early termination charges (monthly amount x remaining number of months on contract in accordance with clause 10.1)

 

16. Notices

Notices given under this Contract must be in writing and may be delivered by hand, or first class post to the following addresses: (a) to Glemnet Ltd to the address given on the front of this contract or the address on the invoice which is sent to the customer.

 

17. Assignment

1. The Customer hereby agrees that the Provider may assign, transfer or otherwise deal with the Provider’s contractual rights and obligations under these Terms and Conditions.​​​​​​​

2. The Customer must not assign, transfer or otherwise deal with the Customer’s contractual rights and/or obligations under these Terms and Conditions without the prior written consent of the Provider, such consent not to be unreasonably withheld or delayed, providing that the Customer may assign the entirety of its rights and obligations under these Terms and Conditions to any Affiliate of the Customer or to any successor to all or a substantial part of the business of the Customer from time to time. 

 

18. No Waivers

1. No breach of any provision of the Agreement will be waived except with the express written consent of the party not in breach.​​​​​​​

2. No waiver of any breach of any provision of the Agreement shall be construed as a further or continuing waiver of any other breach of that provision or any breach of any other provision of the Agreement.

 

19. Severability

1. If a provision of these Terms and Conditions is determined by any court or other competent authority to be unlawful and/or unenforceable, the other provisions will continue in effect.​​​​​​​

2. If any unlawful and/or unenforceable provision of these Terms and Conditions would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect.

 

20. Third-Party Rights

1. The Agreement is for the benefit of the parties and is not intended to benefit or be enforceable by any third party.​​​​​​​

2. The exercise of the parties’ rights under the Agreement is not subject to the consent of any third party.

 

21. Entire Agreement

1. The main body of these Terms and Conditions and the Schedules shall constitute the entire agreement between the parties in relation to the subject matter of the Agreement, and shall supersede all previous agreements, arrangements, and understandings between the parties in respect of that subject matter.​​​​​​​

2. Neither party will have any remedy in respect of any misrepresentation (whether written or oral) made to it upon which it relied in entering into the Agreement. 

 

22. Law and Jurisdiction

1. These Terms and Conditions shall be governed by and construed in accordance with English law.​​​​​​​

2. Any disputes relating to the Agreement shall be subject to the exclusive jurisdiction of the courts of England.

 

23. Interpretation

1. In these Terms and Conditions, a reference to a statute or statutory provision includes a reference to:​​​​​​​

   1. that statute or statutory provision as modified, consolidated and/or re-enacted from time to time; and

   2. any subordinate legislation made under that statute or statutory provision.

2. Clause headings do not affect the interpretation of these Terms and Conditions.

3. References in these Terms and Conditions to “calendar months” are to the 12 named periods (January, February and so on) into which a year is divided.

4. In these Terms and Conditions, general words shall not be given a restrictive interpretation by reason of being preceded or followed by words indicating a particular class of acts, matters or things.

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Schedule 1: Fair Processing Notice

1. Scope

This notice applies to all data subjects whose data is processed by Glemnet Ltd.

Glemnet Ltd of Unit 1, 2 Thayers Farm Road, Beckenham, Kent, BR3 4LZ is the Data Processor.

Telephone number: 0208 639 0230

Email: info@glemnet.com

 

​​​​​​​2.Responsibilities

All employees of Glemnet Ltd who interact with data subjects are also required to ensure that this notice is brought to the attention of all data subjects, securing their consent for the processing of their personal data.

The Data Protection Officer (“DPO”) is responsible for ensuring that all potential data subjects have sight of this notice prior to the collection and/or processing of their personal data by Glemnet Ltd.

 

3. Fair Processing Notice

Glemnet Ltd will use the personal data collected from you for the following purposes:

• To fulfil our obligations under the including but not limited to providing support on products and sending monthly bills.
• Perform day to day management of the account.
• Assess and report on the credit-worthiness of customers or potential customers.
• Receive, manage and resolve general queries, quotes requests and complaints.
• To provide updates on existing and new products and services.
• Updates on Glemnet Ltd corporate profile.
• Providing information on relevant legislation and the possible impact on your business.
• Information to assist in the prevention and detection of fraud.
• For marketing use, whether currently or in the future.

You hereby confirm that you are consenting to Glemnet Ltd’s use of your personal data for the aforementioned purposes(s) and are granting Glemnet Ltd permission to carry out those actions and/activities.

You may withdraw your consent at any time by reading our Right to Withdraw Consent Procedure 92017-I and then by emailing info@glemnet.com.

 

What is Personal Data?

The EU’s General Data Protection Regulation (“GDPR”) defines “personal data” as:

“any information relating to an identified or identifiable natural person (‘data subject’); an identifiable natural person is one who can be identified, directly or indirectly, in particular by reference to an identifier such as a name, an identification number, location data, an online identifier or to one or more factors specific to the physical, physiological, genetic, mental, economic, cultural or social identity of that natural person”.

The GDPR classifies certain data as belonging to “special categories”, as follows:

• Racial origin;
• Ethnic origin;
• Political opinions;
• Religious beliefs;
• Membership to a trade-union;
• Genetic data;
• Biometric data;
• Health data;
• Data concerning a natural person’s sex life;
• Sexual orientation

When Glemnet Ltd requests sensitive data from data subjects, it is required to confirm why the information is required and how it will be used.

The GDPR requires that consent is provided by the data subject for all types of personal data, including those pertaining to the special categories set out above and otherwise. Consent must be explicitly provided.

 

Why does Glemnet Ltd need to collect and store personal data?

Glemnet Ltd is committed to ensuring that all personal information collected and processed is appropriate for the stated purpose(s) and shall not constitute an invasion of your privacy. We may share your personal data with third-party service providers who are contracted by us and we shall ensure that they will hold your personal data securely and shall use it only in order to fulfil the service for which they are contracted. When there is no longer a service need, or the contract comes to an end, the third party will dispose of all personal data according to our procedures. We will never share your personal data with third parties until we have received your consent unless we are required do so by law.

 

How Glemnet Ltd uses your information

We shall never be intrusive or invasive of your personal privacy and shall not ask you to provide data that is irrelevant or unnecessary and we will enact strict measures and processes to ensure that the risk of unauthorised access or disclosure of your personal data is minimised as much as possible.

Glemnet Ltd will process your data (i.e. collect, store and use) according to the requirements of the GDPR at all times and shall endeavour to keep your personal data up-to-date, ensuring its accuracy and will not keep it for longer than it is required. In some situations, there are set legal requirements for the length of time that Glemnet Ltd will retain your personal data but usually, Glemnet Ltd will use its discretion, ensuring that personal data is not kept outside of our usual business requirements.

We will only use your personal data for the following purposes:

• To fulfil our obligations under the including but not limited to providing support on products and sending monthly bills.
• Perform day to day management of the account.
• Assess and report on the credit-worthiness of customers or potential customers.
• Receive, manage and resolve general queries, quotes requests and complaints.
• To provide updates on existing and new products and services.
• Updates on Glemnet Ltd corporate profile.
• Providing information on relevant legislation and the possible impact on your business.
• Information to assist in the prevention and detection of fraud.
• For marketing use, whether currently or in the future.

You hereby confirm that you are consenting to Glemnet Ltd’s use of your personal data for the aforementioned purposes(s) and are granting Glemnet Ltd permission to carry out those actions and/activities.

You may withdraw your consent at any time by reading our Right to Withdraw Consent Procedure 92017-I and then by emailing info@glemnet.com.