Whizz WiFi (OptiTrans Solutions Private Limited)

Terms and Conditions

Agreed Terms

 

1.      Definitions

1.1.       “Activation” occurs when the relevant Service is available for use by the Customer.

1.2.       “Agreement” means these terms and conditions together with the Order.

1.3.       “Whizz WiFi” shall mean OptiTrans Solutions Private Limited, company identification number U63000MH2013PTC251392, whose registered office is at Shop No. D-01, Sai Baba CHS Ltd., Behind Bhopar telephone, Bhopar road, Dombivli (East), Thane - 421204.

1.4.       “Customer” shall mean any Customer of Whizz WiFi in respect of the Service.

1.5.       “Initial Period” shall mean the initial billing period as stated on the Customer’s Order.

1.6.       “Minimum Term” shall mean the minimum period that the Customer must pay for the relevant Service. For the avoidance of doubt, this is 12 months.

1.7.       “Notice” is the amount of notice you have to provide to terminate the service once the Minimum Term has been served and is 30 days for all services.

1.8.       “Order” shall mean any request by the Customer to provide the Service.

1.9.       “Recurring Charges” means those amounts payable by the Customer to Whizz WiFi on a recurring basis for the Service as set out in the Order.

1.10.   “Service” shall mean the services or products offered by Whizz WiFi and specified in the Order.

1.11.   “Website” shall mean the website at http://www.whizzwifi.com

 

2.      Customer Order

2.1.       These terms and conditions apply to the Customer’s Order for the service.

2.1.1. Whizz WiFi reserves the right not to accept an Order at its discretion.

2.1.2. Services are provided in accordance with each Order.

2.1.3. Orders must not be considered as received or accepted by Whizz WiFi unless the Customer has received acknowledgement by telephone or email from Whizz WiFi.

 

3.      Service Activation

3.1.       Whizz WiFi will send confirmation by email to the Customer when the Order is accepted

3.2.       If the Service cannot be activated Whizz WiFi will notify the Customer as soon as possible and the order will be cancelled.

 

4.      Service Provision

4.1.       Changes may be made to the technical specification of the Service from time to time; if these changes will detrimentally affect the Service, Whizz WiFi will inform the Customer in advance.

 

5.      Commencement and Term

5.1.       Following Activation, the Service will be provided for a period equal to the Minimum Term. If the Customer cancels this Agreement during the Minimum Term they will be charged for the remainder of the Minimum Term.

5.2.       Cancellation requires thirty days notice. This is in addition to the Minimum Term.

5.3.       Any notification of termination by the Customer must given in writing to Whizz WiFi and be authorised by the contact on the order or a staff member with suitable authority and must specify the Service and the date on which Service is to be terminated.

5.4.       Termination notification by Whizz WiFi to the Customer will be made by email to the contact stated on the Order.

5.5.       The Customer must inform Whizz WiFi if the contact needs updating.

 

6.      Equipment

6.1.       The Customer must use the equipment supplied by Whizz WiFi to enable the service to function effectively and agrees not to tamper with or dismantle the equipment or related software in any way.

6.2.       The Customer agrees not to install or use, or let any third party install or use, any device on your network with the intention of monitoring or intercepting data passing into or out of the Whizz WiFi hardware.

6.3.       If the Customer cancels the service within the minimum period, the Customer agrees to return promptly to Whizz WiFi all equipment provided by Whizz WiFi for the Service including but not limited to the router.

6.4.       Where appropriate Whizz WiFi will work with Network Operators to enhance the mobile signal reach with signal boosting equipment

 

7.      Use of Service

7.1.       The Customer is responsible for information or material which is transmitted or accessed via the Service. Whizz WiFi is not responsible for information or material which is transmitted or accessed via the Service with the exception of the data accessible via the Whizz WiFi management portal.

7.2.       The management portal allows Customer to access data collected on the end users of the Service (ie on the end users who access the WiFi Service at the Customer’s venue). This data is only accessible by the Customer and will not be used by Whizz WiFi in a form which identifies any end user; Whizz WiFi may use this information to provide general customer (this will not identify individual customers) analytics and trends to selected third parties.

7.3.       It is the responsibility of the customer to ensure that the Free WiFi hotpsot complies with the legal requirement laid down by the Government of India or any other law applicable to the customer. The Company is only a technology solution provider and will not be responsible for any compliance required to be done by the Customer at his premises. The Customer hereby indemnifies the Company against all claims brought against the Company for any non-compliance of the requirements for offering Wi-Fi hotspot services.

7.4.       The Customer agrees to use any customer data provided by Whizz WiFi in accordance with all guidelines and regulations covering the use of customer data including but not limited to the Data Protection Act and direct marketing guidelines.

7.5.       The Customer shall not use the Service or allow others to use the service in connection with the carrying out of any fraudulent, criminal or any other illegal activity, to send, knowingly receive, upload, download or use any material which is offensive, abusive, indecent, defamatory, obscene or menacing or in breach of copyright, confidence, privacy or any other rights, to cause annoyance or needless anxiety, to send or provide or, knowingly receive responses to, any spam or unsolicited advertising or promotional material, to knowingly or recklessly transmit any electronic material (including viruses) which shall cause or is likely to cause detriment or harm in any degree to computer systems owned by Whizz WiFi or other Internet users in a manner which restricts or inhibits any other user from using or enjoying Whizz WiFi’s products or services.

7.6.       Whizz WiFi does not monitor or control any of the material that is transmitted or accessed via the Service (apart from the data appearing in the Whizz WiFi customer portal). The Customer  should ensure that any person using the service is familiar with and accepts the content of these terms.

 

8.      Service Suspension and Alteration

8.1.       Whizz WiFi may suspend the provision of the Services or any part thereof, with no liability to the Customer for any loss or damages the Customer suffers as a consequence of such suspension, if and to the extent that Whizz WiFi has reasonable grounds to believe that the Services are being used in breach of Clause 6, or temporarily, for operational or technical reasons or the Customer does not pay Whizz WiFi’s invoices when due. Whizz WiFi shall give the Customer as much notice of a suspension as is reasonably practicable in these circumstances.

8.2.       Whizz WiFi shall be entitled to terminate or modify the Service, without any liability whatsoever, if any licence or authorisation which Whizz WiFi requires in order to provide the Service is not obtained, withdrawn or otherwise cancelled; in the event of a modification that is detrimental to the Service the Customer shall have the right to terminate this Agreement by giving Notice in writing in accordance with Clause 4.

 

9.      Charges and Credit Terms

9.1.       Whizz WiFi accepts payment by most debit cards, credit cards and Direct Debit.

9.2.       On acceptance of the order Whizz WiFi shall invoice the Customer for the set up charges and the Initial Period of the services.

9.2.1.     The Customer agrees that thereafter, the Recurring Charges for the Services shall accrue and Whizz WiFi will charge the Customer monthly in advance.

9.2.2.     All amounts due under this Agreement to be paid by the Customer to Whizz WiFi shall be paid in full (without deduction or withholding except as required by law) and the Customer shall not be entitled to assert any credit, set-off or counterclaim against Whizz WiFi in order to justify withholding payment of any such amount in whole or in part;

9.2.3.     Payment of subsequent invoices shall be made within 7 days of receipt;

9.3.       Where the Customer disputes any amount due under an invoice the Customer shall notify Whizz WiFi in writing within 7 working days of receiving the invoice. The parties hereby agree to act in good faith and use reasonable endeavours to resolve the disputed sum within 14 days of notification of the dispute by the Customer. Whizz WiFi reserves the right to suspend the Service if the dispute is not resolved within the 14 day time period. Notwithstanding any other provision of this Agreement, Whizz WiFi shall have no liability to the Customer for any loss or damages the Customer suffers as a consequence of such suspension.

9.4.       Whizz WiFi may, at their discretion, charge interest on any overdue amounts payable from the due date (whether before or after judgment) at the rate of 18% per annum.

 

10.  Termination

10.1.   Whizz WiFi may terminate this Agreement by notice; such notice to take effect forthwith if the Customer has not paid following suspension under clause 8, the Customer has committed a material breach of this Agreement, the Customer fails to pay its debts when they become due or any meeting is convened for the purpose of considering a resolution, or any petition is presented or any other steps taken, for the purpose of making an administration order against the Customer, or for the Customer’s winding-up or dissolution, or any similar action or steps are taken in relation to the Customer and such action or steps are not withdrawn within 30 days; or any administrator, administrative or other receiver or trustee or similar officer is appointed over the Customer or any steps are taken to do the same to the Customer.

10.2.   The termination or expiry of this Agreement shall be without prejudice to the rights and liabilities of either of Whizz WiFi or the Customer accruing up to such date.

 

11.  Service Technology

11.1.   The Whizz WiFi service requires an active, working broadband connection at all times. The provision of a working broadband connection at the venue is the sole responsibility of the Customer.

 

12.  Data Protection

12.1.   Whizz WiFi shall be entitled to store and process personal data provided on the Order form for its internal use and for the purposes of providing the Service. The Customer has the right to request a copy of information relating to the Customer that is held by Whizz WiFi, by written request to Whizz WiFi and the Customer may change appropriate personal information relevant to them held by Whizz WiFi at any time, by advising Whizz WiFi in writing.

12.2.   From time to time Whizz WiFimay contact the Customer about similar products and services which we believe may be of interest to Customer. If the Customer does not wish Whizz WiFi to contact them, it is their responsibility to inform Whizz WiFi.

 

13.  Liability

13.1.   Whizz WiFi gives no warranty and makes no representation in respect of the Services including, without limitation, the availability of such Services save as specified in the Terms and Conditions and hereby excludes, to the fullest extent permitted by law, all conditions, warranties, terms, undertakings and representations, express or implied, whether by statute, common law or otherwise in relation to such Services.

13.2.   Whizz WiFi shall not be liable to the Customer whether in contract, tort, by statute or otherwise in respect of any loss of profits and/or for any special, indirect, incidental or consequential loss or damage arising out of or in connection with the appointment of the Customer and/or the use of the Services for loss of revenue, loss of anticipated savings, loss of business and/or goods, loss of goodwill, loss of use, loss and/or corruption of data and/or other information, downtime and any damage relating to the procurement by the Customer or third party Customer of any substitute services.

13.3.   For the avoidance of doubt, neither the types of loss and/or damage specified in clauses 13.1 or 13.2 inclusive nor shall any similar types of loss and/or damage constitute direct loss for the purposes of this Agreement.

13.4.   The Customer agrees, to the fullest extent permitted by law, to limit the liability of the Company to the Customer and the End-User for any and all claims, losses, costs, damages of any nature whatsoever or claims and expenses from any cause or causes, including attorneys’ fees costs and expert witness fees and costs, so that the total aggregate liability of the Company to the Customer and End-User shall not exceed the amount of Subscription fees paid in advance by the Customer to the Company.

13.5.   When end users connect to the internet through the Service they will visit a “splash page” which contains access information and may contain information about the Customer. Whizz WiFi is not responsible for any content contained on the “splash page”. The Customer confirms that it owns or is authorised to use all materials appearing on the “splash page” and that it gives permission for Whizz WiFi to use such material in the creation of the “splash page” and in any other way necessary to deliver the Service.

13.6.   Nothing in this Agreement shall exclude or restrict the liability of either party for fraudulent misrepresentation and/or for death or personal injury arising as a result of the negligence of that party, its officers, employees, agents and/or sub-contractors.

 

14.  Force Majeure

14.1.   No failure or omission by Whizz WiFi to carry out or observe any of the terms and conditions of this Agreement shall give rise to any claim against Whizz WiFi or be deemed a breach of this Agreement if such failure or omission arises from a cause of force majeure or any other cause beyond the reasonable control of Whizz WiFi.

 

15.  Miscellaneous

15.1.   No waiver by either party of any provisions of this Agreement shall be binding unless made expressly and confirmed in writing. Any such waiver shall not apply to any subsequent or other matter, non-compliance or breach.

15.2.   This Agreement represents the entire understanding between the parties in relation to the matters dealt with herein and supersedes all previous covenants and representations made by either party, whether oral or written. This Agreement may only be modified if such modification is in writing and signed by a duly authorised representative of each party hereto.

 

16.  Law

16.1.   This Agreement shall be governed by and construed exclusively in accordance with the laws in India, and the parties hereby submit to the jurisdiction of the Mumbai courts.

 

17.  Intellectual Property Rights

17.1.   You acknowledge and agree that all intellectual property rights (including, but not limited to copyrights (including rights in software and rights over analytical data), trade-marks, database rights, patents and inventions) in the Services and the underlying technology belong to us or our licensors, and that you have no rights in, or to, the Service other than the right to use it in accordance with the terms of this Agreement.

 

17.2.   The Customer agrees to allow the Company to use its name and logo for representing the venue as a customer of the Company. The name and logo will always remain the property of the Customer and it will not be used by the Company for any other purpose.

 

17.3.   You shall indemnify WhizzWifi, its partners, directors, affiliates, assigns, employees, agents, and investors against any losses or damages that WhizzWifi suffers as a result of use of the Intellectual Property Rights of WhizzWifi or of a third party by you without obtaining an appropriate license or permission from WhizzWifi or the relevant third party.