COMMS UK LTD - MOBILE SERVICE TERMS AND CONDITIONS
Definition of words and expressions used in these terms and conditions.
“CUK” Comms UK Ltd, company registration number 2525905. Registered office at:- Comms House, 2/3 Thorne Way,Woolsbridge Industrial Estate, Three Legged Cross, Wimborne, Dorset. BH21 6FB
“Agreement” Means the contract between you and us, which consists of the Services Agreement Form, Mobile Customer Survey Form and any other written schedule. These Terms and Conditions together with any which are imposed by our suppliers form part of the agreement. (See “Reseller”)
“Bar” The process of restricting a customer or their Equipment from either making or receiving calls.
“Call” Means a signal, message or communication which is silent, spoken, or visual on each line that we agree to provide to you under this agreement.
“Charges” The cost incurred in the relevant tariff as detailed on the Mobile Customer Survey Form for the rental, call cost, roaming, data, set up and service charges.
“Connection” The connection of a device / SIM card to a system or tariff.
“Customer” You the account holder responsible for invoice payment.
“Equipment” The supplied device, apparatus or SIM card approved to be connected to the System.
“IMEI” International Mobile Equipment Identity, a unique number that identifies a device.
“Migration” The transfer of mobile number to an alternative network or reseller.
“Mobile Cloning” Where both the legitimate and the fraudulent cell phones have the same ESN/MIN identity. The cellular systems are unable to distinguish the cloned cell phone from the legitimate one.
“PAC ” Porting Authorisation Code, a code that enables the transfer of a mobile number to an alternative network or reseller.
“Parties” CUK and you the Customer either individually or together.
“Payment Date” The date that an invoice is to be paid by.
“Portability” The ability to transfer of mobile number to an alternative network or reseller.
“Reseller” As a company we purchase services from authorised providers and Network Operators with the intention of reselling them on to customers. We and You our end user customers in turn are bound by the authorised providers and Network Operators terms and conditions.
“Services” Provision of Airtime and other service charges detailed in this agreement.
“Services Operators” Refers to the network operators.
“SIM Card” A Subscriber Identity Module card is a memory chip used in cell phones that operate on the Global System for Mobile Communications (GSM) network. These cards hold the personal information of the account holder.
“System” The public telecommunications network and equipment that CUK makes available and connects you to.
“Tariff” The tariff which forms part of the Agreement for the services which require, and which will vary from time to time.
“Upgrade” Supplying a new or replacement device or equipment.
“Us” Means Comms UK Ltd.
“We” Means Comms UK Ltd.
“In Writing” Includes letter or email with full company heading and confirmation of delivery.
“You” Means the customer shown on the Mobile Customer Survey Form.
1.2 This agreement together with all terms contained within, and those of Comms UK Ltd’s Network Terms and Conditions, constitutes the entire contract between CUK and the Customer. This agreement to the exclusion of all others, whether implied or proposed by either party, orally or written unless expressly accepted by CUK in writing.
1.3 No delay, neglect or forbearance on the part of CUK in enforcing the provisions of this Agreement can be deemed to be a waiver or create a precedent or in any way prejudice CUK’s rights under this Agreement.
1.4 In the Event of a conflict between this Agreement and any other terms and conditions mentioned, corresponded or printed between either party this Agreement shall prevail unless previously agreed in writing.
1.5 This Agreement shall be governed by the laws of England and may only be modified or otherwise by written agreement by both parties, subsequently signing.
2 Application for Credit Account
2.1 CUK reserve the right to carry out credit and fraud prevention checks with licensed agencies, copies of these checks may be retained by both CUK and the agency. This information together with your account application and credit history will be recorded and may be shared with other organisations in order to make credit, insurance, fraud prevention and debt collection decisions about you and members of your company.
2.2 Acceptance of this application for a credit account will only be accepted by us providing you satisfactorily pass all the credit checks we request.
2.3 This application for mobile services is provided by CUK to the Customer assuming that your business is legitimate and registered in the UK.
2.4 Your application for a credit account subject to acceptance by CUK will be opened and a credit limit inclusive of VAT will be notified to the Customer, this limit is not to be exceeded unless approved by CUK.
2.5 CUK accepts no responsibility for Customers overspend for whatever reason. These may include but are not limited to the delay in availability of call data, billing periods or mobile cloning. CUK reserve the right suspend or even cancel services in the event of a Customer exceeding their credit limit.
2.6 The Customer should notify CUK immediately if you anticipate you are going to exceed your credit limit.
2.7 Credit limits are regularly reviewed by CUK. We may request that you deposit a credit with CUK to prevent exceeding your credit limit.
2.8 All Customers credit accounts are provided subject to a signed direct debit mandate, unless agreed in advance and in writing by CUK.
2.9 Payment will be taken by direct debit 14 days from the invoice date. Other pre agreed methods of payment must be paid as agreed, on or by the payment date or time scale indicated on the invoice.
2.10 Value Added Tax and any other taxes in force from time to time will be added to your invoice at their current rate at the date of invoice and will become payable.
3 Contract Term
3.1 The commencement of this Agreement begins from the date that any services requested on this agreement are provisioned and implemented.
3.2 Unless otherwise agreed in writing by CUK the Agreement will be for the minimum contract term indicated on the Mobile Customer Service Form subject to an initial 90 days.
3.3 This Agreement shall be the master agreement and will become applicable to all subsequent additional connections and upgrades. Additional services and equipment may be added to the Customers Agreement subject to a completed Mobile Customer Survey Form.
3.4 We will use all reasonable endeavours to provide you with the Services by the date we agree with you. However we will not be liable for any form of compensation should the Services not commence on the agreed date nor should they be interrupted from time to time.
3.5 Subject to clause 7 this Agreement will continue for the minimum contract term indicated on the Mobile Customer Service Form subject to an initial 90 days from the date of each individual and subsequent connection or upgrade.
3.6 This agreement will continue henceforth until terminated by either party, giving 30 days written notice that cannot be served prior to the expiry of the original minimum term.
3.7 Amendments to the tariff are subject to availability and a minimum spend.
4 Connection and Provision of Service and Equipment
4.1 The Services and Equipment we supply to you will include those detailed on the initial and subsequent Mobile Customer Survey Forms.
4.2 CUK will arrange for the connection and ongoing maintenance of those services and devices to the Service Operators Systems endeavouring to make the Service available to You throughout the term of this Agreement.
4.3 Sometimes these services may fail without notice or be interrupted for emergency, geographical, operational, health or safety reasons, and on occasions lose or partial lose may be necessary for the quality of the services. These occasions are out of the control of CUK.
4.4 The Customer acknowledges that the Service depends on the availability of the System which can be affected from time to time by atmospheric conditions, physical features and other causes of interference. We will make every effort to supply continuation of service throughout the term of this contract.
4.5 At its discretion CUK reserve the right to transfer your service to another Service Operator providing no additional costs are incurred by you. Wherever possible we will provide you with written notice in advance of such changes.
4.6 Some Service Operators on commissioning a connection provide a Bar on some international and premium rate calls and service. The Customer can request these restrictions be lifted. You acknowledge that these services and call charges particularly when overseas are at a premium rate. Incoming calls, texts, pictures and data whilst overseas will like outgoing calls incur a charge. These calls can be charged per minute in increments of 30 or 60 seconds. Such calls are not included in any call bundle package, unless agreed in writing on the Mobile Customer Survey Form, and will be invoice accordingly. Billing delays of up to 6 months can occur on occasions for such calls.
4.7 CUK accept no liability to The Customer relating to any Service provide by overseas network providers, third party providers or premium rate service providers.
5 Your Obligations
5.1 The Customer acknowledges that we CUK act as a Reseller and therefore the Systems are operated under licence and by agreement with the Service Operators. The provisions, terms and conditions of such licences and agreements apply to the service provided to you.
5.2 The Customer are responsible for paying all agreed set up charges, monthly rentals and usage charges by the Payment Date. Unless agreed otherwise in writing we will invoice you monthly for line rentals in advance and call / usage charges in arrears. Invoices will be produced at or near to the beginning of each month. You agree to pay those charges by Direct Debit on or near to 14 days later as stated on the invoice.
5.3 Those Customers who We have agreed in writing with to have a credit account without a direct debit mandate must make all payments within the agreed period and by the payment date indicated on the invoice.
5.4 Failure to pay your outstanding invoices by the Payment Date either by direct debit mandate or other agreed method means that we may:-
i Cancel this agreement and suspend or cease the Services with immediate effect.
ii Charge a £50 + VAT late payment fee plus interest on the overdue amount at 3% above Bank Rate until the cleared funds are in our bank.
5.5 The Customer will be responsible for any subsequent reconnection charges due to the suspension of your service.
5.6 Value Added Tax and any other taxes in force from time to time will be added to your invoice at their current rate at the date of invoice and will become payable. All prices quoted within this agreement are exclusive of vat.
5.7 The Customer is responsible in advising CUK in writing of any changes to your bank details.
5.8 The Customer is responsible for all of your Equipment including SIM Cards. The Customer remain liable for all charges against such devices including those incurred due to theft, damage, loss, Mobile Cloning or fraud until such time that you notify by phone or in writing CUK and subsequently the Service Operator is advised and the service is suspended or cancelled.
5.9 The Customer is responsible for all charges incurred on the account, including negligence, misunderstanding, operation and the set up of your equipment. The customer acknowledges that this may include some equipment having automatic updates enabled which repeatedly access the network and can exceed any agreed usage, particularly but not limited to data.
5.10 In the event of a billing query the Customer must notify CUK within 28 days of the invoice date for consideration.
Billing queries do not relieve You of your obligation to settle the invoice by the Payment Date by withholding, offsetting or deducting the disputed amount. In the event that it is subsequently agreed that the disputed amount is not payable CUK agrees to refund any overpayment.
5.11 The Customer must not knowingly or negligently misuse or permit the misuse by anyone of either the System, Equipment for or to:-
i make abusive, defamatory, obscene, indecent, menacing, nuisance or hoax calls.
ii send or knowingly receive, upload/download material which is abusive, defamatory, obscene, indecent or in breach of copyright or privacy.
iii any immoral or improper use.
iv fraudulently or in connection with a criminal offence or in a way which does not comply with the terms of any legislation.
5.12 The Customers agrees that CUK may disclose the Customers details relating to the Service and Equipment provided on this agreement to any radio or telecoms operating company.
5.13 The Customer will permit the entry to your premises by our engineers or those of our suppliers or Service Operators within normal working hours. We our supplier’s and Service Operators staff will meet your reasonable health and safety requirements. If someone else’s permission is required to cross their premises or site our equipment, then you will obtain that permission.
5.14 If the Customer uses the Services for business purposes you must indemnify us against any claims from anyone (other than you) made against us because the Services are faulty, become faulty or because they cannot use them.
5.15 In the event that CUK incur any additional claims, damages, losses (including legal charges, lost profit or other economic loss) due to breach of this agreement by the Customer, the Customer will be liable for these charges.
5.16 In acceptance of this agreement any Equipment, Tariff and charge rate subsidies calculated by CUK and available to You are subject to the selected contract term and based on the predicted or anticipated revenue across the length of the contract, including the notice period. It is expected that the Customer will honour this contract, revenue and its terms. Should You fail to honour this CUK reserve the right to invoice the Customer for the predicted or anticipated revenue, without discount across the full term of the contract including notice period. We Reserve the right to recover any received benefits and losses incurred together with a cancellation charge on the occasion that the contract does not complete its full term.
5.17 The Customer acknowledges that it is your responsibility to affect insurance cover in respect of all risks relating to the equipment rented on this agreement. The Customer becomes responsible for risk of damage and loss upon receipt of the Equipment.
5.18 CUK will act on the written instructions from a manager, director or proprietor of You unless otherwise advised in advance and in writing by You.
5.19 You the Customer have no Intellectual Property Rights regarding the System, Services or Equipment relating to this Agreement.
6 Limitation of Liability
6.1 Comms UK Limited will indemnify the Customer wherever United Kingdom Unfair Contract Terms Act 1977 applied against liability for personal injury or death directly attributable to the negligence of CUK in connection with its activities.
6.2 Comms UK Ltd’s total liability to the Customer under the indemnities contained within clause 7 shall not exceed the total amount paid by the Customer to CUK under this agreement for the previous 12 months prior to the period for which the claim or claims are being made, or £5000 whichever is the lower amount.
6.3 Subject to the provisions of clause 6 CUK shall not be liable to the Customer for any loss, expense or damage of any kind (direct, indirect or consequential) and whether arising from negligence or otherwise in connection with the supply of Services or Equipment.
6.4 Comms UK Ltd do not accept liability for the setting up of equipment supplied by CUK or others particularly relating to some equipment that may have automatic updates enabled which repeatedly access the network and can exceed any agreed usage, particularly but not limited to data.
6.5 Comms UK Ltd is not responsible for any passwords on equipment or Services supplied by CUK or others.
6.6 Where the customer deals as a consumer, nothing in this agreement shall affect the Customer statutory rights.
7 Cancelation, Suspension and Alterations of the Agreement
7.1 Either party can cancel this agreement with 30 days written notice, following any minimum term shown on the Mobile Customer Survey Form.
7.2 CUK can change the conditions of this Agreement provided we give you 30 days notice.
7.3 CUK has the right to cancel or suspend this agreement, without prejudice to any other claims or remedies which We may have against the Customer, with immediate effect by giving written notice retaining any advance payments should the customer fail to observe the provisions of this contract including:-
i failure to settle any invoice in full by the payment date.
ii if resolution or petition to wind up the Customer is passed or presented (other than for reconstruction or amalgamation)
iii if the company appoints an administrative receiver or other such receiver over its assets.
iv if the customer offers to make or commits to with creditors any act of bankruptcy or if a petition or receiving order in bankruptcy is made against the Customer, in the case of Limited Company, the company is unable to pay its debts as they fall due under the Companies Act 1985.
v if the Customer commits a breach of this agreement in any way or provides false or misleading information to CUK.
7.4 CUK has the right to without notice or liability to suspend or disconnect the Service to the Customer under the following circumstances:-
i if the Customer fails to comply with the terms of this agreement.
ii if the Customer in any way allows anything to be done that in the opinion of CUK or the Service Operators jeopardises or effects the operation of the Service.
iii if the Customer allows or permits the Service to be used for unauthorised or illegal purposes. We reserve the right to immediately suspend the Service without any liability. Under such circumstances You will be charged during the period of suspension at full retail price without any discount or bundled minutes.
iv if in the opinion of either CUK or the Service Operator the charges incurred in any given period are seen to be unreasonable or excessive in there usage, or show unusual calling patterns including high numbers of incoming calls and or near zero outgoing calls, minimal data or excessive usage to cause network congestion.
v if the Customer exceeds their set credit limit.
vi if for whatever reason CUK are unable to provide the Service including at the request of a regulatory authority and/or Service Operator.
7.5 Termination, suspension, disconnection or barring under clause7 is without prejudice to CUK’s rights accrued up to and beyond the date of termination, suspension, disconnection or barring. A charge of £25 may be applied for any barring and or un barring.
7.6 The Customer shall remain liable for all call charges incurred up to the termination regardless of the date of invoice.
7.7 In the event that a termination occurs part way through a month credit will not be given for the post termination of that month.
7.8 If the Customers Service is terminated under the conditions described in clauses 7.3 and 7.4 you shall within 14 days of receipt of the notice of termination pay in full all outstanding invoices, including all charges that would have been payable for the term of the contract had notice been given at the earliest possible date in accordance with clause 3.
7.9 In the event of the contract being terminated and a Customer having paid a deposit CUK will only return any surplus amount to you after deducting any unpaid charges. You the Customer are required to request in writing for this repayment.
7.10 After the suspension, disconnection or barring of the Equipment from the System and or the subsequent termination of this agreement, the Customer shall pay on demand all outstanding Charges at the time of the disconnection, suspension or barring including any reasonable disconnection or barring fee the CUK may wish to apply in its sole discretion.
7.11 The Customer will pay all reasonably incurred CUK cost and legal fees in the recovery of due payment.
7.12 If CUK undertake a termination, porting or the migration of mobile numbers either disconnection or reconnection this may be subject to a charge of £30 + vat per number.
8 Force Majeure
8.1 Comms UK Limited shall not be liable in any way for loss, damage or delay consequent upon any circumstances beyond its reasonable control including but not limited to, Acts of God, acts or omissions by Government, Administrative Bodies, Service Operators, Network Operators, sabotage, riots or acts of terrorism.
9.1 Written notice sent by either party under this Agreement will be deemed to have been served within 48 hours.
9.2 Any Equipment including handsets supplied by CUK remains the property of CUK until such time that they are fully paid for by the minimum rental period or outright purchase
9.3 The Customer is responsible for any repair of any Equipment under this agreement that becomes faulty or is damaged outside of the manufactures warranty conditions. You are liable for any charges incurred at the same time you will remain responsible for all obligations whilst the Equipment is away for repair.
9.4 In the event of the Agreement not reaching its minimum contract date CUK will require and the Customer agrees to return any Equipment supplied by CUK and not fully paid for. The customer agrees the equipment will be a good state of repair, except for fair wear and tear, and undamaged or to pay for the equivalent replacement at the prevailing distribution cost price of such Equipment.
9.5 In this Agreement reference to persons shall include but not limited to bodies, corporate, unincorporated, associations and partnerships. Reference to the singular will also include the plural and vice versa.
10.1 The customer shall not assign the benefit of this agreement without the previous written consent of Comms UK Ltd.
10.2 Comms UK Ltd reserve the right to assign this Agreement to a third party it deems suitable.
11.1 This Agreement constitutes the entire agreement between the parties and there are no agreements or understanding between the parties and there are no agreements or understandings between them or other than those set herein. Any variation to this Agreement shall only be binding if it is recorded in a document signed by an authorised representative of Comms UK Ltd.
11.2 Comms UK Ltd may from time to time at its absolute discretion:-
i make variations to tariff. giving 30 days notice
ii make variations and modifications to the service. giving 30 days notice
iii make alterations to this Agreement and its terms and conditions giving 30 days notice
12.1 CUK and the Customer agree not to disclose any confidential information between the parties, to any other party without the prior written consent of the other party. Both Parties agree that any and all confidential information between them will be limited to and relating only to the provision of the services contained within this Agreement.
12.2 Confidential information in this case includes but is not limited to business plans, commercial information, working procedures, product specifications, technical information of Equipment or Services, new products and concepts.