PLEASE READ THESE TERMS CAREFULLY BEFORE CLICKING TO PROCEED WITH USING THE ETS HOSTED TESTING SERVICES:
These terms on acceptance shall constitute a binding agreement between you and Occam Networks Limited, 5 Yeomans Court,Ware Road, Hertford, Hertfordshire, United Kingdom, SG13 7HJ, (us or we) governing your use of the ETS Hosted Testing services.
We are agreeing to demonstrate the ETS Hosted Testing services to you via your web browser solely on the basis of this agreement.We are not licensing you to copy or run any software nor (other than by displaying it on your monitor in the course of your utilisation of theETS Hosted Testing services) to copy documentation. We remain the owners of all rights in the ETS Hosted Testing services and inany associated software or documentation at all times. We may end the contract at any time with 30 days’ notice and transfer any funds you havein your ETS account back to you.
You should print a copy of this agreement for future reference.
- BY CLICKING ON THE "ACCEPT" BUTTON BELOW YOU AGREE TO THE TERMS OF THIS AGREEMENT FOR AND ON BEHALF OF ANY COMPANY OR OTHER ORGANISATIONON WHOSE AUTHORITY YOU ACT OR WHICH MAY BE VICARIOUSLY LIABLE FOR YOUR ACTIONS. PLEASE PAY SPECIAL ATTENTION TO THE EXCLUSIONS OF LIABILITY IN CLAUSE 3.
- IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, OR IF YOU DO NOT ACT FOR AND ON BEHALF OF A COMPANY OR OTHER ORGANISATION THEN, WEWILL NOT AGREE TO ALLOW YOU ACCESS TO THE HOSTED TESTING SERVICES AND YOU MUST CANCEL THE APPLICATION BY CLICKING ON THE "CANCEL" BUTTON BELOW OR BY CLOSING THIS PAGE.
1. Non-disclosure Obligation
1.1 The details of ETS’s functionality, user interface and performance characteristics are our confidential information.In consideration of allowing you to receive access to ETS Hosted Testing services and thereby to receive that confidential information relating to ETS (the "Information"),you undertake that you will respect and preserve the confidentiality of the Information for a period of ten (10) years after the date of disclosure. This means that you will not, without getting our prior written consent:
(a) make any part of the Information available to any third party; or
(b) make any kind of copy of any part of ETS, including the Information, unless strictly necessary to carry out any testing services.
1.2 As long as we are notified in advance, you may disclose the Information to your employees who need to know the Information in connection with the ETS Hosted Testing services.
1.3 These obligations shall not apply to any part of the Information which you can clearly demonstrate to us:
| (a) has become public knowledge other than through you (including any of your employees); or
| (b) was already known to you before we disclosed it to you; or
| (c) was received from a third party who did not owe us a duty of confidence in respect of it.
1.4 If you decide to end the commercial agreement for ETS Hosted Testing services, you must cease using ETS and destroy any of the Information that may be in your possession or under your control.You agree to certify to us that you have destroyed all copies of the Information.You must also give us, or certify to us that you have destroyed, all analyses, studies and other materials you have produced which relate to the Information, and any summaries you have prepared of the Information.We also retain the right at any time to ask you to do this.
2. Property Rights
2.1 ETS, together with the Information, are proprietary to us, and you acknowledge that you will not own any intellectual property rights of any kind in relation to ETS or the Information.If you should make any copies or adaptations of all or any part of ETS and/or the Information other than as permitted by these terms then you agree that we will own those copies and, by way of apresent assignment of future rights, any intellectual property rights that may subsist in them.
2.2 In the event that you are notified by any third party that they claim rights in ETS or that ETS infringes any right of theirs, you will immediately notify us and stop using ETS.
3. Exclusion of liability and warranties
3.1 We shall have no liability to you of any kind in any circumstances whatsoever (except for death or personal injury caused by our negligence) in respect of ETS or the Information and we give no warrantyof any kind regarding ETS or the Information. You accept and acknowledge that this is reasonable, as you are a business user only evaluating ETS and are doing so free of charge.For the same reasons, all statutory and implied warranties, terms and conditions are excluded to the maximum extent allowed by law. If we are found liable to you for any reason other than death orpersonal injury caused by our negligence and it is not reasonable for us to exclude our entire liability then the sums payable to you in respect of such liability shall not in any circumstances exceed £50.
3.2 You agree that you have sole responsibility for the protection of your data during the your use of ETS Hosted Testing services and that we shall have no liability in any circumstances whatsoever for any data loss or corruption.
3.3 The use of ETS can cause personal data to be created, stored and retrieved. You will ensure that you have acquired appropriate consent from any data subjects who may be affected by your use of ETS.
3.4 The use of ETS can cause additional call charges to be incurred for any lines you choose to test dependant on how you have routed these calls. You accept and acknowledge that you will be liable for those call charges, not us, and that you will ensure that you have permission to incur those call charges before using ETS.
This agreement is governed by English law. However, we may enforce your obligation of confidence in the courts of any jurisdiction having competence to issue an injunction.