1. General
1.1 Unless otherwise indicated by the phrasing or context of the
content included herein, the following words and expressions in
this agreement shall carry the meaning presented alongside
them:
1.1.1.
"Legal Provisions”: Any legal provision, including the
terms of license.
1.1.2.
"The Company": Bezeq International Ltd.
1.1.3.
"Customer": Any entity which has entered into
agreement with the Company for the purpose of receiving
services under this Agreement, the details of which appear in
the “Letter of Engagement” to which this agreement is
attached and which constitutes an integral part thereof; or
any entity whose details are listed in the Order Form for
provision of Internet-related services (the "Order Form"), the
installation of which has been completed and/or the system
definitions of which have been configured into Company
systems as necessary for provision of said services.
1.1.4.
"The License": The special license for provision of
Internet connection services granted by the Ministry of
Communications to the Company on 4/8/2009. This may be
reviewed at the Company offices or on the website of the
Ministry of Communications.
1.1.5.
"This Agreement": Any provision set forth herein and in
the Letter of Engagement, Order Form, or Service Package
Charter, which this Agreement constitutes an integral part
thereof, in their present form or in the form of any future
revision that is agreed upon.
1.1.6.
"Letter of Engagement": The message sent to the
Customer shortly before the date of the Customer’s
engagement of the Company, which meets all of the “Pages
Containing Plan Principles” requirements defined in the
license, and which, among other things, includes Company
details, Customer details, details of the service package
chosen by the Customer, service prices and terms of payment,
benefits included in the service package and contract period
in cases where the Customer has obligated itself to such a
period.
1.2 "Order Form": A document including Customer details, payment
details and list of services and/or products, such as line, router,
domain name, email accounts and IP address, which the
Customer intends to subscribe to and/or purchase, which was
presented and/or sent to the Customer prior to the date on which
the provision of services and/or delivery of products begins
and/or which has been signed by the Customer.
1.3 Any words and/or expressions included in this Agreement but
which are not defined herein shall carry the usual meaning they
possess by law; with respect to any matter relating to the terms
of service under this Agreement which was not explicitly agreed
upon by the parties within the framework of this Agreement, the
parties shall act in accordance with all legal requirements, as
applicable from time to time.
1.4 Unless otherwise explicitly determined, any change in the law or
license, or any change in directives set forth by the Ministry of
Communications shall be considered as an agreed- upon
amendment to this Agreement, including all changes contained
therein.
2. The Agreement
2.1 This Agreement, including any revisions periodically entered by
law or by license, is the only agreement existing between the
parties, and the Company shall not be obligated under any other
agreement or declaration which is not explicitly included herein,
unless such obligation is made by the Company in writing, as part
of a notice presented to the Customer after commencement of
this Agreement.
2.2 The Customer shall be considered as having accepted the terms
of this Agreement upon the cumulative fulfillment of the
following conditions:
2.2.1.
All Customer payment details ("Required Details") are
submitted to the Company for the purpose of charging the
Customer for use of the Company’s services;
2.2.2.
The Username and Password, insofar as they are
required for the use of services, are received by the Customer, in
writing and/or verbally and the installation and/or configuration
of Company systems (the “Connection Process") are completed.
2.3 If a party’s request for Company services is approved by the
Company, and that party fails to provide the Company with all of
the details required by it and/or that party fails to receive an
internet username and password and/or if the aforementioned
installation is not carried out or if a party makes use of Company
services without the consent of the Company, such use of
Company services shall be considered as an acceptance by the
party of all the terms of this Agreement. This does not diminish
the Company's right to demand at any time that that party submit
any information required by the Company and to condition the
continuation of services to that party upon the party’s willingness
to comply with the Company’s demands.
2.4 The provisions set forth in this Agreement, including any
statutory changes therein, shall apply to any service or product
related to such services (as defined below) rendered by the
Company, provided they do not conflict with the explicit
provisions agreed upon by both the Company and Customer in
connection with the said product or services.
3. Nature of Service
3.1 The Company shall provide internet services, including internet
connection services and technical support for services and/or
products delivered by it, to the extent and in such a manner that
is determined by the Company under its sole discretion and in
accordance with the terms of the Service Package, as defined in
the Letter of Engagement or Order Form (”The Services”).
3.2 The provision of services is subject to the fulfillment of all
obligations the Customer has undertaken, particularly the
provisions specified in Section 10 herein.
3.3 The Customer agrees and is aware that the Company shall be
entitled to save copies of emails for the purpose of protecting the
integrity of Company systems and for ensuring the continuation
of Company activities and those of its customers for any duration
that may be required for the execution of such activities.
3.4 The Company shall be entitled, under its sole discretion, to limit
or stipulate the quantity of email messages sent by the Customer
within the framework of the specified services.
3.5 The Customer shall be entitled to make use of the said internet
connection services for the purposes of transferring data
(download and/or upload) at volumes not exceeding those agreed
upon between the Customer and the Company at the time of
their entering into agreement (the "Connection Package
Framework"), as specified in the Letter of Engagement or Order
Form. The Company shall be entitled to impose additional charges
on the Customer for use of internet connection services at
volumes that exceed those specified by the connection package (
"Excessive Use"), in accordance with the rate periodically set by
the Company.
3.6 Notwithstanding Section 3.5 above, the Company shall be
entitled, at its sole discretion, to refrain from allowing the
Customer to make excessive use of the internet services, subject
to the issuance of prior notice.
3.7 The Company shall be entitled to change the terms of service
from time to time, after giving prior notice to the Customer,
provided such changes are not implemented during the Minimum
Obligation Period by which the Customer is bound, as defined in
Section 4.4 below and subject to law.
4. Consideration, Terms of Payment and Duration
4.1 In return for services rendered, the Customer shall pay the
Company the sums specified in the Letter of Engagement or
Order Form, using the means of payment provided to the
Company at the time of submission of details required on the
date of payment ( “the Effective Date").
4.2 In addition to the content included in section 4.1, the Customer
shall also pay the Company for services rendered by any other
supplier or license holder (such as Bezeq) whose services were
employed through the Services under this Agreement, without
the Company assuming any form of liability for the services
provided by any such supplier or license holder.
4.3 The Customer agrees that in the event any over-charges by the
Company are discovered, the Company shall return any such
amounts by crediting the Customer’s account with the Company.
4.4 This agreement shall remain in effect until such time as the
Customer issues notice regarding any intention to terminate the
agreement to any one or more of the telephone numbers, fax
numbers or email addresses published on the Company website
for such purposes, at http://www.bezeqint.net (the “Company
Website”) or by way of the online forms provided therein.
Notwithstanding the above and in addition thereto, in the event
the agreement is terminated prior to completion of the Minimum
Obligation Period by which the Customer is bound, the Customer
shall be charged a one-time fee equal to the total amount of
consideration the Customer was required to pay during course of
the entire Minimum Obligation Period, minus any sums paid prior
to the requested date of disconnection, plus any outstanding
amounts which are to be paid for any equipment received by the
customer, unless otherwise stated in the Service Package Charter
and/or Order Form.
4.5 Upon termination of the agreement, the Customer shall be
entitled to request that the Company enable the Customer to
continue using its assigned email address, in accordance with the
terms of license.
4.6 The consideration amount specified in the Letter of Engagement
or Order Form refers only to the services described therein and
the Customer shall be required to cover any additional costs
including the extension and/or upgrading of services and/or
changes and/or revision of the service package detailed in the
Letter of Engagement or Order Form, in accordance with official
Company prices which can be revised periodically.
4.7 Unless otherwise stated in the relevant Service Package Charter,
the Customer agrees and is aware of the fact that should it
choose to switch the service package specified in the Letter of
Engagement or Order Form with another service package, all
billing pertaining to the previous package shall be made by
proportional charging that applies prior to the date on which the
communications package is changed.
5. Technical Support
The Company shall provide the Customer with technical support
only when a fault occurs in any one or more of the services
provided by it and which are under its direct control, and which
does not arise from services provided by any third party, such as
local or foreign communication operators, internet sources,
systems and/or equipment used by the Customer, applications
used by the Customer and other outside causes.
6. Protection of Privacy
6.1 Notwithstanding any of the provisions set forth in the of the
Israel Wiretap Act of 1979, the Protection of Privacy Act of
1981,and in any other law pertaining to the protection of
individual privacy, the Company shall be entitled to conduct
computerized tracking of Customer and/or system activity and
disclose any such information for the purpose of monitoring or
maintaining the integrity and/or quality of the system and/or
service, for protection of its own activities and those of its
Customers, and for controlling its compliance with the law.
6.2 Subject to Sections 6.3 and 9.8 below, the Company, its
employees, agents and any other person acting on its behalf, are
prohibited from disclosing any documents containing the name
and address of the Customer, or any other information relating
thereto, including account details ("Customer Details"), to any
third party not entitled by law to receive such information.
6.3 Notwithstanding the foregoing, the Company shall be entitled to
do the following:
6.3.1.
Disclose Customer details to any third party for the
purpose of collecting any sums owed by the Customer in
return for services that were rendered, provided the
information disclosed is required for the collection of such
payments and preparation of accounts, and the third party has
undertaken to maintain the privacy of the Customer as
specified in Section 6.2 above.
6.3.2.
Disclose Customer details to any third party in
accordance with legal requirements.
6.3.3.
Make use of Customer details and any information in
possession of the Company for its own purposes, including
matters pertaining to marketing activities and Company
surveys.
6.3.4.
Unless otherwise instructed by the Customer in writing,
no later than 14 days after the last date on which information
required for receipt of a username and password is submitted,
the Company may include the Customer’s name, IP address,
email address, domain name, telephone number and address
in various manuals.
6.3.5. The Customer hereby consents to receive updates and/or
promotional material by way of the email address it
submitted to the Company and/or the email address
allocated to the Customer by the Company and/or its
internet browser.
7. Disconnection or Termination of Services
7.1 The Company shall be entitled to disconnect or limit the scope
of services rendered to the Customer temporarily or
permanently without prior notice, following the occurrence of
any of the following events which constitute a fundamental
breach of this agreement:
7.1.1.
The Customer has failed to make any payment it is
obligated to make in return for services rendered by the
effective date of payment specified in this agreement for the
third time in 12 months or following the receipt of prior notice
regarding the payment failure.
7.1.2.
The Customer has exceeded the maximum charge set for
it by the Company under Section 11.
7.1.3.
The Customer has failed to provide the Company with a
guarantee for securing payment of the consideration amount
following the Company's request to do so.
7.1.4.
The Company believes the manner by which the
Customer makes use of the services rendered may disrupt the
provision of services to other customers, and/or constitutes a
civil or criminal violation and/or maintains a reasonable basis
for suspicion that the Customer is acting in violation of the
conditions specified in Section 10 below.
7.1.5.
Insofar as it is necessary for the execution of essential or
immediate maintenance works or installations in systems used
by the Company, or in times of national emergency, or for
reasons of national security.
7.1.6.
The Company has received notice, accompanied by an
official certificate or document attesting to the death of the
Customer, and, in cases where the Customer was a
corporation, the Company has received official notice that the
corporation has ceased to exist.
7.2 There is nothing in any such disconnection, termination or
restriction that may be used to diminish the Customer's own
obligation to pay the Company, in addition to the debt itself, any
arrears, interest, linkage differentials and collection costs as
specified in this Agreement. Any such disconnection, termination
or restriction during the course of the Minimum Obligation Period
by which the Customer is bound shall be subject to the provisions
set forth in section 4.4 above.
7.3 Should the Company discover that any peripheral equipment of
the Customer is incompatible with the Company’s provision of
services, the Customer undertakes to adjust the equipment as
required. Should the Customer fail to do so, the Company shall be
entitled to refrain from starting or continuing the provision of
services and the Customer shall be liable for any damages, loss or
expenses arising from the incompatibility of any such equipment.
8. Delayed Payment
Payment not received on the date agreed upon will bear interest
in arrears at a rate not exceeding the agreed upon rate set in the
definition of “linkage and interest differentials” in Section 1 of the
Adjudication of Interest and Linkage Law, 5721 -1961, and Linkage
Differentials. Collection expenses at the rate prevailing in the
company will be added to each payment received 14 days after
the payment date agreed upon.
9. Limitation of Responsibility
9.1 Services are provided to customers on an "as is" basis and it is
clear to the Customer that the Internet network is not controlled
by the Company and the Company does not, in any way express
or implied, represent the Internet, which contains content that
may be inappropriate and/or offensive. Nor is the Company
responsible for any information, product or service provided
through the Internet and /or as regards adaptation of services for
a particular use.
9.2 The Company is not responsible for information, availability
and/or programs that the Company may use as part of the
services, content, form, data reliability and their accuracy,
information quality, defect in transmission of information or its
content, or incompatibility between the data received from the
Company computer and that received by the client. The Company
shall not be responsible for any direct or indirect damage, loss or
expenses incurred as a result of all the above.
9.3 The Customer agrees and is aware that services are naturally
affected by outages and/or interference and that the Company
does not undertake to provide the services, including access to
Internet and information, on a continuous basis and without any
interference, and that the speed of access to the Internet
specified in the Letter of Engagement or in the Order Form is the
maximum rate of speed for the Customer’s use of services and
that use of services at this rate of speed is not guaranteed and
depends upon, among other factors, the manner in which
services are used and upon the terminal equipment serving the
client.
9.4 It is hereby agreed that with regard all services rendered by the
Company, immunity will apply to the Company as set forth in
Sections 40-41 of the Communications Law (Bezeq and
Services), 5752 – 1982, (“The Law”).
9.5 Notwithstanding the provisions in Section 9.4 and in addition to
them, the Company shall not be responsible for damages the
Customer may suffer as a result of connection to the Company
system and/or by the use and/or inability to make use of the
services the Company provides, and this despite any prior notice
or warning by the Customer of the possibility of damage being
caused. The above-mentioned applies to any direct or indirect
damage that may be caused to the Customer or any third party as
a result of the Customer’s engagement to the Company and
includes, among others things, but notwithstanding the above,
direct or indirect damage, personal injury, loss of the Customer’s
business income, the cessation of the Customer’s business, loss of
business information, and any financial damage.
9.6 In any event, the only Company liability, whether under
contract law, tort or any other law, shall be limited to the actual
consideration paid for the services it has provided under this
Agreement during the six month period preceding the creation
of the liability, or the amount of NIS 5,000, whichever is lower.
9.7 The services the Company undertakes to provide depend on third
parties, such as Bezeq and information and other services
providers, including information security software manufacturers,
such as Firewall software, manufacturers of modems and routers,
etc. and the Company is not liable for any act or omission
committed by these third parties and shall not be liable for any
damage, loss or expenses caused thereby, including as a result of
installation of lines of and by such third parties, line operation,
third party rates and the quality of their services. The Company is
not liable for any damages related to the Bezeq network, the
Internet network, international dial-up access, equipment and/or
client systems, and software and applications used by the
Customer.
9.8 The information and the data transmitted as part of the services
are not secure and the Company is not liable for their security
and/or any damages, loss or expenses incurred as a result. The
Customer is solely liable for securing and protecting information
in its systems and/or its equipment, and the Company is not liable
for damage, loss or expenses incurred due to the lack of the said
security or protection, including penetration of software, systems
and Customer equipment by unauthorized elements.
9.9 The Company is not liable for the proper condition of hardware
equipment and/or communication software usability through
which the client connects to the facilities and services of the
Company.
9.10
The Company is not liable for the content, messaging
and design of Customer sites stored in its system (“Hosting”),
including messages transmitted from or to these said sites and is
not liable for any loss, expenses or damage incurred as a result of
these sites, including intellectual property, copyright, trademark,
trade secret, patent or sample infringement and/or as a result of
any violation of privacy.
9.11
The Company is not liable for damage to any intellectual
property rights, including trademarks and trade secrets arising
from its right to use addresses, including domain name and email
addresses.
9.12 The Company is not liable for damages resulting from software
distribution and/or malicious files from the client or any third
parties. Nothing in this Agreement diminishes the right of the
Company to prosecute the Customer for any act or omission
having caused damage to the Company as a result of breach of
the Agreement or of any law.
10. Customer Obligations
10.1
The Customer agrees that Customer equipment
complies with Company standards as periodically set forth by the
Company and as detailed in the Letter of Engagement or the
Order Form.
10.2
The Customer will use the services according to this
Agreement, pursuant to law, and according to generally accepted
behavior on the Internet network as published and updated from
time to time on the Company site ("Rules of Accepted
Behavior”), subject to the operating directives and guidelines
periodically issued by the Company, service providers and
information suppliers.
10.3
Notwithstanding the aforesaid, the Customer shall avoid
using services for illegal gambling, distribution of software and
malicious and/or harmful files, accessing systems and files
without authorization or any other use that may cause damage
and/or interference and/or limit the use of the services and/or
may be a violation of the rights of the Company, r information
providers, service suppliers, other Customers, users or any other
third party.
10.4
The Customer will indemnify the Company immediately
upon receipt of request to do so, for any damage and/or loss
and/or expense, including legal expense, incurred by it and/or any
third party resulting from the use it made and/or has been made
through it and/ or made through its usernames in service,
including for damages, loss or expenses caused by violation of the
provisions of the Agreement and/or any action contrary to the
instructions periodically given to the Customer.
10.5
The right of use of the services under this Agreement is
provided exclusively to the Customer. The Customer shall not
allow it to be used by another party in any way whatsoever,
whether for or without consideration. The Customer shall
maintain the confidentiality of the means of access to the
Internet which shall be provided by the Company, including
username and surfing password, shall not pass this information to
any third party without the written permission of the Company
and shall periodically change its passwords, in a way that will
prevent any third-party unauthorized use of the services.
10.6
The Customer agrees not to assign or otherwise transfer
this Agreement or its rights thereof. The service is provided to the
Customer for its internal use only and the Customer undertakes
not to sell or allow others to use it without the Company's prior
written consent. Any attempt to endorse or transfer as stated
shall be unacceptable and shall constitute a fundamental breach
of the Agreement.
10.7
The Customer declares and acknowledges that it is
aware that the services provided under this Agreement are given
by the Company under license by law and by virtue of the
Company's contracts with information providers and service
providers, and are in accordance with and subject to the terms of
this license and these contracts.
10.8
The Customer undertakes to cooperate in a reasonable
manner with the Company as may be required, and to enable the
provision of the Company’s services including the provision of
free and secure access to Customer facilities. The Customer shall
also permit the Company to carry out engineering and other
modifications of the equipment provided.
10.9
The Customer undertakes and hereby declares that the
Customer is acting lawfully and is not serving as a communication
services provider without a legal license.
10.10
The Customer undertakes not to use the Company's
services to perform any act prohibited under the laws of the State
of Israel, and declares that it will bear sole responsibility for the
performance of such actions and shall indemnify the Company
accordingly, immediately upon first demand for any claim and/or
demand by any third party involved. Prohibited action shall include,
inter alia, the following:
10.10.1. Illegal entry into computer material, transmitting a
computer virus, or tampering or interfering with other
computers in contravention of the Israeli Computers Act,
5755-1995.
10.10.2.
Secret wiretapping of conversations or of
Bezeq, including computer inter-communication, in
contravention of the Wiretapping Act, 5739-1979.
10.10.3. Organization or participation in prohibited games,lotteries and gambling in contravention of Chapter VIII, note
12 of the Penal Law 5737-1977 (the "Penal Law”).
10.10.4. Publication and exhibition of obscenity in contravention
of Section 214 of the Penal Code.
10.10.5. Contacting Company subscribers and/or Internet users
through direct mail in contravention of the Protection of
Privacy Law, 5741-1981 and/or against the law.
10.10.6. Use of encryption systems without permission in
contravention of the Control of Commodities and Services
(Engagement in Encryption Means) Law, 5717-1974.
10.10.7. Violating Intellectual property rights of bodies or other
Internet users, including copyright infringement, copying, use
of trademarks, etc.
10.10.8. Posting email messages to users in such a way as to raise
complaints from those receiving the messages (spamming) or
contrary to accepted rules of behavior or the law.
10.10.9. Taking any action contrary to accepted rules of behavior.
10.11
Notwithstanding the provisions of Section 10.1 above
and in addition to it, in any case where the Customer uses the
Company's services to perform prohibited action as defined in
Section 10.10 above, the Company shall be entitled to remove
any content and/or message and/or data and/or design (the
"hazard”) in Customer sites on the Internet stored with the
Company and/or on other sites on the Internet under the
control of the Company, relating to a hazard which is created as
a result of that prohibited action, immediately upon the
Company becoming aware of the hazard, provided that
notification thereof be given to the Customer.
10.11.1. The Customer acknowledges that sites designed for
adults only (over 18 years of age)can be found on the Internet
and the responsibility for and supervision of such viewing is
the client‘s sole responsibility.
10.11.2. The Customer hereby agrees that the Company may
assign its rights and obligations under this Agreement to
another, at its sole discretion, including the right to charge the
Customer; the Customer, however, may not assign its rights
and/or obligations under this Agreement.
10.11.3. The Customer agrees that should it cancel three dates
coordinated with the Customer for the purpose of installing
equipment or lines needed to provide services, the Company
shall be entitled to terminate this Agreement and charge the
Customer for the expenses.
10.11.4. The Customer undertakes to indemnify the Company for
any loss, expense or damage caused by an act or omission of
the Customer in connection with the service which is the
subject of this Agreement.
11. Debt limit
The Company may determine a maximum amount the Customer
is allowed to owe the Company for its services for a period agreed
upon, including services received by the Customer from another
licensed dealer through the Company. The Company may
disconnect subscriber services if the subscriber has exceeded the
debt limit agreed upon.
12. Offset and Lien
The Company may offset from any amount received from the
Customer in the context of this Agreement or any Agreement or
other debt owed by the Customer to the Company, all payments
or debts owed or to be owed to the Company by the Customer, in
the context of this Agreement or any other debt owed by the
Customer the Company.
13. Judicial Competence and Application of the Law
It is hereby agreed that Tel Aviv courts will have jurisdiction over
this Agreement and all issues deriving from it. The laws of the
State of Israel shall apply to this Agreement and, accordingly, the
Agreement shall be interpreted according to these laws only.
14. Address of the Parties and Messages
The address of the parties for sending notices under this
Agreement are the same as those detailed in the Letter of
Engagement or on the Order Form, or any other address in Israel
to which will be sent written notification by one party to another.
The Customer hereby consents that the email address the
Company allocated it, and/or any other email address and/or
phone number given it, shall be used by the Company, at its sole
discretion, to send any notification under this Agreement and/or
as required by law, including those regarding updates of service
costs, periodic invoices and accounts. Any message the Company
sends the Customer shall be considered as received by the
Customer within three days after dispatch if sent by mail, or
delivered by e-mail, fax or by any other electronic means, or
upon receipt of delivery or transfer confirmation, as the case
may be.
In case of any complaint or request for clarification, the Customer
has the right to contact the Company ombudsman via postal mail,
fax, email (address natsiv@bezeqint.co.il) or through an online
form on the Company website.