Terms and Conditions

Terms and Conditions 2016

Terms and Conditions – Mobiles

These terms conditions are in addition to Assured Communications general terms and conditions of business and any relevant Network terms and conditions according to products ordered.

 

1. DEFINITIONS – In these Terms and Conditions, the following expressions shall have the following meanings:
2. “Provider” – Assured Communications Ltd with company registration number 07799424 and registered office: 199 Clarendon Park Road, Leicester, LE2 3AN .
3. “Agreement” – This Agreement, all sides completed, and all other associated schedules in writing.
4. “Bar” – The act of barring the Subscriber from making or receiving calls on the Subscriber Apparatus.
5. “Charges” – Call charge, access charge, connection charge, minimum airtime charge, value added service charge means the charges as described and at the rates (appropriate to the chosen tariff) as set out in the Schedule of Tariffs to be published by Provider from time to time.
6. “Connection” / “Connected” – The connection of the equipment or SIM card to the selected tariffs and Systems.
7. “IMEI”- The International Mobile Equipment Identity number incorporated into the Subscriber Apparatus.
8. “Migration” – Means the transfer of a mobile number to any alternative service provider on the same network.
9. “Party/Parties”- Means Provider and the Subscriber either separately or together.
10. “Payment Date” – The date determined by Provider on which Provider invoices fall due for payment.
11. “Portability” – Means the transfer of a mobile number or Service to any alternative service provider and service operator.
12. “Service(s)” – The provision of airtime, together with those services identified in this Agreement, by means of the Systems offered by Provider.
13. “Service Operators” – Means the networks
14. “SIM Card” – A module which contains Subscriber Information, when used with GSM/UMTS equipment, enables access to the GSM/UMTS Services.
15. “Subscriber” – The account holder responsible firstly for meeting the Charges.
16. “Subscriber Apparatus”- Means the approved equipment and SIM Card connected to the System.
17. “System(s)” – The public telecommunications systems that Provider makes available to the Subscriber.
18. “Upgrade” – Any supply of a new handset or mobile device.

 

2 ACCEPTANCE OF APPLICATION

2.1  In connection with this account application Provider will carry out credit and fraud prevention checks with a licensed credit reference and fraud prevention agency & this agency will retain a copy of the search. Information from the application and payment details of the account will be recorded and may be shared with other organisations to help make credit and insurance decisions about you and members of your company and for debt collection and fraud prevention purposes.

2.2  Provider will only accept the application when the Subscriber passes a credit check to Provider’s satisfaction. This Agreement constitutes the entire contract between the Subscriber and Provider, and the terms of this Agreement shall apply to the exclusion of all others whether implied or proposed by the Subscriber orally or in writing unless expressly accepted in writing by Provider.

2.3  Provider offers mobile services to businesses and, upon accepting this application, assumes that all businesses have ten or more employees and subsidies and benefits are issued on the basis of this.

 

3 TERM

3.1  This Agreement will commence from the date any services requested on the Agreement are implemented and take effect and will be for a minimum of two years in any event unless stated.

3.2  Subject to Clause 10 below this shall continue for a period of twenty-four (24) months from each date of individual connection or upgrade or tariff change, unless a different term is selected under the “Initial Minimum Contract Term” provision.  This Agreement shall continue thereafter until terminated by either party giving not less than ninety (90) days prior written notice, such notice not to be served prior to the expiry of the said initial minimum contract term.

3.3  This Agreement is a Master Agreement, and the provisions of Clause 3.1 and 3.2 are applicable to all  mobile numbers and/or handsets Connected to Provider and will also apply to subsequent Connections or Upgrades from the individual Connection or Upgrade date.

3.4  All Tariff changes will be subject to availability and a minimum spend.

 

4 CREDIT ACCOUNT

4.1  An account will be opened and a credit limit inclusive of VAT will be notified to the Subscriber and this credit limit should not be exceeded. Any increase in the credit limit must be requested in writing and will be subject to approval by Provider, which may entail further credit checks. Provider cannot accept responsibility for Subscriber overspends due to any reason including but not limited to billing cycles or delay s in the availability of call data. Subscribers who anticipate exceeding their credit limit should contact Provider to avoid the Services being suspended.

4.2 Credit limits are subject to periodic review at Provider’s discretion. Provider may require that a deposit be placed with Provider in cases where the Subscriber incurs monthly charges in excess of the credit limit and the Subscriber authorises Provider to debit their credit card, where details provided, at Provider’s discretion for this excess amount overdue, or any amount over the credit limit set.

 

5 CONNECTION TO THE SYSTEM AND PROVISION OF THE SERVICE

5.1  Subject to these Terms and Conditions, Provider will connect and maintain the connection of the Subscriber Apparatus to the System and, subject to the geographical coverage of the System from time to time and other limiting factors not under Provider’s control, Provider will endeavour to make the Services available to the Subscriber throughout the term of this Agreement.

5.2 Provider shall be entitled, at its absolute discretion to transfer the Subscriber to another Service Operator, provided this incurs no additional costs to the Subscriber. Wherever practicable, fourteen (14) days written notice shall be given of such changes prior to their being made.

5.3  The Subscriber recognises and acknowledges that the Services depend on the availability of the Systems, which may from time to time, by their very nature, be adversely affected by physical features, atmospheric conditions, and other causes of interference may fail or require maintenance without notice.

5.4  The Services are provided with a bar on premium rate and international calls made whilst in the UK and overseas unless the Subscriber has requested Provider to enable these calls. If enabled, the Subscriber should be aware that they will be charged for calls receive d whilst abroad (including voicemail) and that calls made and received whilst overseas may be charged in 30 or 60 second increments at rates set by the overseas network(s) together with any additional handling & network charges Premium rate calls can be charged at rates over £1.57pence per minute. Any such calls/text/data are not included in any bundle of inclusive calls/text/data which may form part of the tariff and billing delays of up to six months may occur for these charges and may be subject to an on advance deposit as requested from time to time.

5.5  Provider shall bear no liability to the Subscriber whatsoever in connection with any Service provided by an overseas network, third party or Premium Rate provider.

 

6 PAYMENT

6.1  The Subscriber will pay any agreed initial charges, the monthly access charge any other fixed monthly charges, on or before the Payment Date.

6.2  The Subscriber will pay all call charges (used in excess of any call charges that may be comprised in the minimum airtime charge but without rebate for any unused element of call charges in such Charge) including charges incurred from other networks, virtual networks, premium rate and overseas cellular and network operators (without discount) and also any handling charges set out in the schedule of tariffs, monthly in arrears, on or before the Payment Date. UK calls are billed per second and rounded up to the nearest penny. The networks may apply a minimum call charge, details of which can be found in the tariff terms and conditions on their websites.

6.3  The Subscriber will pay the cost of any subsequent reconnection made necessary by suspension of the Services carried out by Provider due to non-payment (subject to Clause 10 below), prior to reconnection.

6.4  The Subscriber will pay all sums to Provider by Direct Debit or by such other method as Provider shall allow on or prior to the Payment Date. The acceptance of payment by any method other than Direct Debit by Provider may incur a monthly administration fee of £3.00 + VAT.

6.5  All payments other than by Direct Debit must be received within fourteen (14) days of Provider’s invoice date.

6.6  The Subscriber may be required to pay a fee of £20.00 + VAT per incident for cancelled, dishonoured or failed Direct Debits or cheques.

6.7  Any sums due to Provider from the Subscriber which are unpaid for more than fourteen (14) days after the Payment Date shall bear interest at the rate of three per cent (3%) above the base rate of NatWest Bank PLC calculated from the date payment was due to the date of  actual payment becoming cleared funds.

6.8  Value Added Tax (VAT) and other taxes from time to time in force where appropriate shall be payable on all Charges referred to under this Clause.

6.9  The Subscriber will promptly advise Provider in writing of any change of address or bank details.

6.10  The Subscriber authorises Provider to charge the Debit/Credit Card, where details provided, with an amount equal to the outstanding balance on the Subscriber’s credit account, where the Subscriber has failed to pay Provider by the Payment Date.

6.11  The Subscriber authorises Provider to levy a Service Charge of three percent (3%) where Provider is debiting the Subscriber’s Credit Card Account with any outstanding balance.

6.12  The Subscriber is solely responsible for the Subscriber Apparatus and/or SIM Card and shall remain liable for all call charges including any incurred during a period of theft, damage or loss until such theft, damage or loss is reported to the Service Operator and Provider, and will remain liable for the monthly access charge until the Agreement has ended.

6.13  Provider will only consider billing queries from the Subscriber if made within twenty-eight (28) days of the date of invoice. Raising such queries does not relieve the Subscriber of the obligation to pay all invoices when due without deduction, offset or withhold, but if an amount is subsequently found to be not payable, Provider agrees to refund the Subscriber for the overpaid charges.

 

7 PUBLIC EMERGENCY CALLS

No charge will be made for Emergency calls similar to British Telecom’s 999 service made on the Subscriber Apparatus.

 

8 OBLIGATIONS OF THE SUBSCRIBER

8.1  The Subscriber acknowledges that the System is operated under License and by agreement with the Service Operators and that the provisions of the said Licenses and agreements apply to the use of the Service. The Subscriber hereby undertakes:

8.1.1  Not to use or permit the use of the System for any unlawful, immoral or improper purpose including the use of unlawful GSM SIM gateways or any purpose not recommended by the equipment manufacturer or the Service Operators or Provider;

8.1.2  To comply with any reasonable instructions issued by Provider relating to the System, the equipment or the Service and to use only the Subscriber Apparatus approved by the Service Operators and the British Approvals Board of Telecommunications;

8.1.3  Not to reverse, or permit anyone else to reverse, the charges on any telephone call;

8.1.4  Not to act, or omit to act, in any way which may injure or damage any persons, property or the System or cause the quality of the Service to be impaired.

8.1.5  Not to directly or indirectly be involved, or knowingly, recklessly or negligently permit any other  person to be involved, in any fraud, illegal or immoral activity and shall notify Provider immediately upon becoming aware of any such activity.

8.2  Should Provider incur additional claims, damages, losses (including loss of profit, other economic loss or legal fees) due to Subscriber breach of this Agreement the Subscriber could be liable for these.

8.3  The Subscriber will promptly advise the Service Operator and Provider, by phone and in writing in the event of loss or theft of the Subscriber Apparatus and/or the SIM Card.

8.4  The tariff chosen at the acceptance of this Agreement will remain the minimum tariff selected for the initial contract term and the terms and conditions of the selected tariff apply.

8.5  The rates/tariffs/equipment subsidies that Provider makes available to the Subscriber are subject to the length of contract chosen and its terms and are based upon the predicted or anticipated revenue over the contract term including notice period. The Subscriber is therefore expected to honour the contract, revenue and its terms. In the event that the Subscriber fails to do so, Provider reserves the right to invoice the predicted or anticipated revenue, at full retail price without discount, over the full contract term including notice period and to recover any benefits received and losses incurred, and should the contract not proceed to full term a cancellation charge will be incurred.

8.6  The Subscriber acknowledges that Provider will accept, and act on behalf of, any instruction received from the Subscriber, and accept and act on behalf of any additional orders, regardless of authority and/or position, unless otherwise pre-advised to Provider in writing with the Subscribers bespoke ordering procedures.

 

9 LIMITATION OF LIABILITY

9.1  Nothing in this Agreement shall limit or restrict or be deemed or construed so as to limit or restrict the liability of Provider or the Subscriber for death or personal injury to any person caused by its negligence.

9.2  Subject always to the provisions of Clause 9.1 above, the total liability hereunder of Provider in contract, tort or otherwise (including negligence) shall, in respect of all claims under this Agreement, not exceed the total amounts paid to Provider by the Subscriber under this Agreement for the 12 months immediately prior to the period in which the claim or claims are made, or £5,000 whichever is the lower amount.

9.3  Subject to the provisions of clause 9.1 (above), Provider shall not be liable hereunder, in contract, tort or otherwise (including negligence) for any indirect or consequential losses whatsoever or otherwise howsoever arising including without limitation, loss of profits, revenues, business, contracts, anticipated savings or any other indirect or consequential losses whatsoever and in this Clause 9.3, “anticipated  savings” means any saving that the Subscriber anticipated making as a consequence (whether directly or indirectly) of entering into this Agreement.

9.4  Where the Subscriber deals as a consumer, nothing in this Agreement shall affect the Subscriber’s statutory rights.

 

10 TERMINATION AND SUSPENSION OF THE SERVICE

10.1  Provider shall have the right to, without prejudice to any other claims or remedies which it may have against the Subscriber, forthwith terminate or suspend the Service and this Agreement without liability upon the occurrence of any of the following events:

10.1.1 If payment of the Charges is not made on the due Payment Date;

10.1.2  If the Subscriber commits a breach of this Agreement (and where that breach is capable of remedy, does not correct this breach within 7 days  of Provider requesting the Subscriber in writing to  correct such breach) or if any   information given  to Provider by the Subscriber is false or misleading;

10.1.3  If the Subscriber makes or offers to make any composition with creditors or commits any act of bankruptcy, or if any petition or receiving order in bankruptcy is made against the Subscriber, or (in the case of a Subscriber being a Limited Company) the Subscriber is unable to pay its debts as they fall due within the meaning of the Companies Act 1985; or

10.1.4  If a petition or resolution to wind up the Subscriber is passed or presented (otherwise than for reconstruction or amalgamation); or

10.1.5  If any administrative receiver or receiver/manager is appointed over any of the Subscriber’s assets, property or undertaking, or if any such power of appointment arises.

10.2  Provider may, from time to time, without notice or liability on its part (notwithstanding the foregoing provisions of this clause and at its absolute discretion), suspend or disconnect the Service in any of the following circumstances:

10.2.1  If the Subscriber fails to comply with any of the terms contained herein; or

10.2.2  If the Subscriber does, or allows to be done, anything which in the Service Operator’s or Provider’s reasonable opinion may have the effect of jeopardising the operation of the Service; or

10.2.3  If the Subscriber permits the use of the Service or uses the Service for illegal purposes  including the use of illegal GSM SIM Gateways (or the Service Operator or Provider believes the same), Provider, without any liability  whatsoever, reserves the right at its absolute discretion to immediately suspend the Service.  In such a case the Subscriber will be charged during the month in which such suspension of Service takes place at the Provider RRP Business Tariff rate, no bundled minutes being applied during that month. For the remainder of the contract term the Subscriber will be liable for the tariff initially agreed at full retail price without discount, subject to Clause 8.5 above; or

10.2.4  If, in Provider’s or the Service Operator’s absolute discretion, the call charges incurred in any given period show unreasonable or excessive usage of services or unusual calling patterns such as a disproportionate percentage of incoming calls or zero usage per number of 10 minutes or less of outbound voice calls or charges including data of less than £1.00 per month, or cause network congestion; or

10.2.5  If Provider is unable, for whatever reason, to provide the Service or if Provider is required to terminate this Agreement by a competent regulatory authority and/or Service Operator; or

10.2.6  If the Subscriber exceeds the credit limits set.

10.3  Termination, suspension, disconnection or barring under this Clause 10 shall be without prejudice to Provider’s rights accrued up to and beyond the date of termination, suspension, disconnection or barring.

10.4  In the event of termination of the Service and  this Agreement by Provider in accordance with the  provisions of Clauses 10.1 and 10.2, the Subscriber  shall, within fourteen (14) days of receipt of the  notice of termination, pay to Provider all outstanding  Charges including, where termination is for any of the reasons specified in Clauses 10.1 and 10.2, the amount due as set out in Clause 8.5 above or which would have been payable for the remainder of the term of this Agreement had the Subscriber given notice of termination at the earliest date possible in accordance with Clause.

10.5  Upon termination of this Agreement if the Subscriber made a deposit, Provider will only return any surplus to the Subscriber after deduction of all unpaid charges. Any request for repayment must be made in writing.

10.6  After disconnection, suspension or barring of the equipment from the System and/or consequent upon the termination of this Agreement, the Subscriber shall pay on demand all Charges outstanding at the time of disconnection, suspension or barring including any reasonable disconnection or barring fee that Provider may wish to charge in its sole discretion.

10.7  Subscriber will pay any costs, including legal fees, reasonably incurred by Provider on collecting any payments due.

10.8  Should termination take place part way through a month, no credit will be given for the post termination part of the month’s access charge(s).

10.9  The Subscriber will remain liable for all call charges incurred prior to termination regardless of when they are invoiced.

10.10  Termination, porting, or migration of mobile numbers is subject to a charge of £30.00 + VAT per number.

10.11  If the Subscriber is unable to use all of the Services for a continuous period of more than three days due to any technical failure (including power cuts, improvement, modification or maintenance of the Service or the Systems) and if the Service Operator offers this t o Provider, on application the Subscriber may receive a credit for their line rental which will represent that part of the line rental for the period of suspension.

 

11 FORCE MAJEURE

Provider shall not be liable for any breach of this  Agreement, nor any damage resulting there from  whether direct, indirect, con sequential, financial or otherwise, if and to the extent that such breach arises as a result of any Act of God, acts or omissions by any Government, other Administrative Body or Service Operators, sabotage, riot, explosion, acts of terrorism, controls, restrictions, prohibitions or other Acts of any Local or National Government (including any requirement connected to the Licensing Arrangements) or industrial disputes of any kind or any act beyond the direct control of Provider.

 

12 ASSIGNMENT

This Agreement shall not be assignable by the Subscriber without written consent of Provider, which will not be unreasonably withheld. Provider may at any time assign this Agreement to any third party it considers suitable.

 

13 VARIATION

Provider shall be entitled, from time to time and at its absolute discretion, to:

13.1  Make such variations to the tariff as it deems appropriate, so long as such changes are not disadvantageous to the Subscriber.

13.2  Make such modifications to the Service and make, or agree to, such changes to the System as it may reasonably consider necessary. Wherever practicable, fourteen (14) days written notice shall be given of such changes prior to their being made;

13.3  Make such alterations to this Agreement and its terms and conditions as the Service Operators may reasonably require Provider to make or as are necessary as a result of changes to Provider’s license from the Service Operators or otherwise as a consequence of any regulatory or legal requirement.

 

14 DATA PROTECTION

14.1  The information the Subscriber provides will be used by Provider to supply the Services and will not be  otherwise disclosed without the Subscriber’s prior written permission, except as set out in Clause 14.5 below, or if required by law.

14.2  Provider does not share Subscriber information with other organisations for marketing purposes, however Provider may invite the Subscriber to take part in market research and inform the Subscriber of Provider goods and services which may be of interest unless the Subscriber informs Provider that they do not wish to receive this information.

14.3  The Subscriber has the right to ask for a copy of the data held about them by making application in writing to the Customer Services Manager at Provider’s registered office address. There may be a charge for this service.

14.4  The Subscriber agrees that Provider may disclose any information in connection with the Subscriber’s accounts to anyone who correctly quotes their password or who has satisfied Provider that they are the Subscriber or the Subscriber’s authorised contact.

14.5  Provider may disclose information about the Subscriber’s account to its agents.

 

15 CONFIDENTIALITY

Neither Party will disclose to any third party without the prior written consent of the other Party any confidential information which is received from the other Party as a result of this Agreement. Both Parties agree that any confidential information received from the other Party will only be used for the purposes of providing or receiving the Services. For the purposes of this Clause 15, confidential information includes business plans,  concepts, methodologies and structures, product  specifications, technical information, new product  information, method s of product delivery, and any other technical and commercial information, inventions or ideas (whether patentable or not) of either Party which is not in the public domain.

 

16 MISCELLANEOUS

16.1  The Subscriber agrees to the disclosure to any radio or telecommunications operating company of its name, address & details of the Service and Subscriber Apparatus provided to it pursuant to this Agreement.

16.2  Any notice hereunder sent by either party to the other party shall be deemed served within forty-eight (48) hours.

16.3  Should Provider elect to disconnect and/or reconnect the Subscriber Apparatus from or to the System pursuant to Clause 10 above, then Provider having regard to the circumstances at the time of disconnection or  reconnection may elect to charge a fee of up to £30.00 + VAT for such disconnection or reconnection.

16.4  Should Provider elect to bar and/or unbar the equipment from the System pursuant to Clause 10 above, Provider may, in its absolute discretion, charge an unbarring fee of up to £25.00 + VAT for such barring or unbarring.

16.5  Additional services may be added to this Agreement subject to the Subscriber’s written confirmation and acceptance by Provider.

16.6  Where Subscriber Apparatus is provided to the Subscriber by Provider, then notwithstanding delivery and acceptance of the Subscriber Apparatus, title in the Subscriber Apparatus shall not pass to the Subscriber until completion of the contract, including notice period. If the contract is terminated early, for whatever reason, the Subscriber Apparatus remains the property of Provider.

16.7  Following any non-completion of the contract, Provider reserves the right to request the safe return of such Subscriber Apparatus undamaged and in good repair (except for reasonable wear and tear) from the Subscriber to Provider at the Subscriber’s expense. Failure to comply with such request shall incur a full replacement charge plus VAT as quoted in Provider’s published SIM free price list for any mobile device, data-card or modem, of up to £300 + VAT, unless the equipment falls under the pricing stipulated in clause 16.7.1 in which case the charge is higher, plus £30.00 + VAT for any SIM card (as per Clause 16.17 below).

16.7.1  In the case of Blackberry, PDA or SMART phones, the full replacement charge of up to £850 + VAT will be incurred.

16.7.2  Equipment must be returned to Provider, in line with Clause 16.6 above, within 14 days of any disconnection, Porting or Migration.

16.8  Risk of damage to or loss of the Subscriber Apparatus shall pass to the Subscriber upon receipt of the Apparatus by the Subscriber.

16.9  The Subscriber shall be liable for the repair of equipment connected under this Agreement which becomes faulty or damaged and is outside the manufacturer’s warranty. All Subscriber obligations under this Agreement shall remain in force during any period where equipment is undergoing repair.

16.10  No delay, neglect or forbearance on the part of Provider in enforcing any provision of this Agreement shall be deemed to be a waiver or create a precedent or in any way prejudice Provider’s rights under this Agreement.

16.11  The Subscriber shall not obtain any Intellectual Property Rights in relation to the System, the Service or the Subscriber Apparatus as a result of this Agreement or the use of the System, Service or Subscriber Apparatus.

16.12  Where there is a conflict between this Agreement and any other terms and/or conditions mentioned in or printed on any correspondence exchanged between the parties, this Agreement shall prevail unless expressly agreed otherwise and in writing

16.13  If any non-fundamental provision of this Agreement shall be held to be void, illegal, unenforceable or conflict with any Statute, that clause or provision shall be severed from this Agreement; the validity and enforceability of the remaining clause(s) and provision(s) s hall not be affected thereby.

16.14  References in this Agreement to persons shall include, but not be limited to, bodies Corporate, Unincorporated Associations and Partnerships. References to the singular shall include the plural and vice versa.

16.15  This Agreement shall be governed by and construed in accordance with English Law.

16.16  Clause headings are for ease of reference only and do not govern or affect the construction or interpretation of this Agreement.

16.17  All SIM Cards supplied to the Subscriber, for use on the Service Operators Systems, shall at all times  remain the property of the Service Operator, and shall be returned to Provider upon termination of the Agreement. Failure to return any SIM card shall incur a charge of £30.00 + VAT for each card.

16.18  Portability and Migration requests of mobile numbers made during the minimum contract term does not relieve the Subscriber from contractual obligations to pay any early termination charges due under this Agreement, and in relation to the remainder of the contract term, following termination.

16.19  The Subscriber is responsible for any services and their associated costs that may be accessed via the Service Operator or Provider and the terms and conditions that relate to those services.

 

Terms and Conditions – Services

IF THESE TERMS AND CONDITIONS ARE TOO SMALL FOR YOU TO READ COMFORTABLY PLEASE admin@AssuredCommunications.co.uk AND WE WILL SEND YOU A LARGER PRINT VERSION.  OUR CURRENT TERMS AND CONDITIONS AND FULL DETAILS OF ALL PRODUCTS AND SERVICES ARE ALWAYS AVAILABLE ON THE WEBSITE www.assuredcommunications.com AND ARE DEEMED INCORPORATED HEREIN. THE SERVICES MAY BE PROVIDED TO YOU ON A FREE OR TRIAL BASIS AT THE SOLE DISCRETION OF Assured Communications.

 

1. Definitions In this agreement: “Act” means the Communications Act 2003 and any amendments to the Act from time to time or any subsequent substitution thereof.

”Airtime Service Provider” means a third party supplying airtime services to the Customer.

Assured Communications means Assured Communications Limited also trading as Assured Communications whose registered office is at 199 Clarendon Park Rd., Leicester, LE2 3AN.

“Customer” means the person so named on the agreement.  Assured Communications reserves the right to deal with anyone reasonably appearing to Assured Communications to be acting with the Customer’s authority or permission.

“Direct Debit” means any request(s) for any payment or series of payments by bank direct debit payment method.

“Equipment” means any equipment or product (including for the avoidance of doubt mobile telephones) supplied by Assured Communications  or any third party on behalf of Assured Communications  to the Customer.

“Minimum Term” means the period of 24 months from the Commencement Date or such other period as is prescribed for the relevant service or as is otherwise detailed overleaf.

“Mobile Services” means the provision of services in relation to mobile telephony.

“Services” means the provision of Services and/or Equipment and/or Mobile Services and/or fraud monitor and services provided by us relating to the Internet and any related service provided by Assured Communications to the Customer under this agreement.

2. The Services and Equipment

2.1 Save as provided in these terms and conditions Assured Communications shall provide the Customer with such Services and Equipment as are requested by the Customer and any use of the Services or payment for the Services is deemed acceptance of these terms and conditions.  In respect of fraud monitor and other services the additional terms and conditions set out on our website shall be deemed to be incorporated herein. Assured Communications  shall only become liable to supply Services to the Customer once satisfactory responses to credit checks and criminal bureau checks have been received by Assured Communications  and (where appropriate) any airtime service provider. Assured Communications will monitor and record information relating to a customer’s trade performance and such records will be made available to credit reference agencies, who may share that information with other businesses in assessing applications for credit and fraud prevention.

2.2 The Customer shall be responsible for the safe keeping and safe and proper use of the Services and any related Equipment after installation of the Services and the Customer undertakes in particular:

2.2.1 not to cause any attachments other than those approved for connection under the Act to be connected to any Equipment.

2.2.2 not to contravene the Act or any other relevant regulations or licences.

2.2.3 not to allow any unauthorised access to the Equipment or the Services.

2.3 The Customer hereby agrees that its apparatus shall at all times conform to the standard or standards (if any) for the time being designated under the Act and Assured Communications shall not be under any obligation to connect or keep connected any Customer apparatus if it does not comply or if in the reasonable opinion of Assured Communications it is likely to cause death, personal injury, damage or to impair the quality of any Services provided by Assured Communications.

2.4 The Customer undertakes to use the Services in accordance with the Act and Assured Communication’s acceptable use policy and fair usage policy (as published from time to time at www.AssuredCommunications.com) and the Customer further undertakes not to use the Services and to procure that none of its employees use the Services:

2.4.1 as a means of communication for a purpose other than that for which the Services are provided, and

2.4.2 for the transmission or receipt of any material which is defamatory offensive or of an abusive or menacing character or otherwise is in breach of Assured Communications ’s acceptable use policy.

2.5.Any Equipment supplied by Assured Communications further to a rental agreement remains the property of Assured Communications  and must be made available for collection on the expiry or termination of this agreement.

2.6 The Customer will not procure or be party to an agreement or arrangement to provide or receive telecommunications material, Services or services similar to the Services by way of telecommunication provision via the Equipment without the permission of Assured Communications in writing and the prior payment in full for the Equipment. For the avoidance of doubt the use and/or provision of services using the Equipment and/or Services which may be deemed by the airtime services provider as a gateway is a material breach of this agreement.

2.7 The Customer shall not publicise any number in any way or commit to any advertising or publicity until such time as it has received from Assured Communications in writing confirmation that the number is live and tested. Assured Communications will use reasonable endeavours to provide you with the Services by the dates agreed with you and to continue to provide the services until this agreement is terminated. Assured Communications will not be liable for any loss or damage should the Service not commence or restart on the agreed date. Where Assured Communications is supplying network services as part of the Services the Customer must provide to Assured Communications details of all the related services that it wishes to receive relating to any telephone number that the Customer wishes to use. Assured Communications will provide network Services through such party as it deems appropriate.

2.8 The Customer shall give Assured Communications at least 30 days written notice in the event that above average use of the Services is likely to occur. Assured Communications shall not be liable for failure/withdrawal of any part of the Services should such notice not be given?

2.9 Assured Communication’s acceptable use policy and fair usage policy form part of this agreement and includes any restrictions imposed on Assured Communications by the provider to it of the Services and/or Equipment and is designed to protect the level and quality of the services that Assured Communications offers to all of its customers and permits Assured Communications to regulate the Customer’s use of the Services. The Customer acknowledges that, in respect of any broadband speeds, any speeds quoted by Assured Communications are approximate only and that the level of service that can be obtained by the Customer will be dependent on factors outside the control of Assured Communications including but not limited to the geographical proximity of the Customer to the local exchange and the quality of the infrastructure serving the Customer’s premises.

2.10 The Customer hereby specifically authorises Assured Communications to send/resend CPS during the continuance of this agreement, and hereby waives Assured Communication’s obligation to notify it of the same being done. If the Customer wishes to receive such notification then it must so inform Assured Communications in writing.

2.11 Where Assured Communications provides software to the Customer as part of the Services and/or Equipment Assured Communications hereby licences the software to the Customer solely for the use of the same by the Customer in connection with the Services and/or Equipment. This licence automatically terminates on termination of this agreement. Assured Communications does not warrant that the software will be error–free and the Customer hereby agrees to make proper back-ups of all data.

2.12 Where Assured Communications  incur site survey, provisioning, engineering or other fees (whether its own or to a third party) associated with meeting the customer’s requirements and/or subsequently the line does not become operational for any reason then Assured Communications  have the right to charge the customer fees of up to £120 per line together with any charges levied on Assured Communications  by a third party in bringing the associated infrastructure up to the relevant standard.

2.13 Where the Customer is a consumer within the definition of the Ofcom regulations the Customer has the right to cancel the agreement within 8 working days of the date of the contract. Cancellation can be made by notifying Assured Communications by fax, email or telephone.  Any services used within this period will be chargeable. Any third party costs incurred by Assured Communications within this period at the request of the Customer will be chargeable. Cancellation charges may apply if the service is terminated outside of prescribed timescale.

2.13.1 Where the Customer is not a consumer within the definition of the Ofcom regulations but is entitled or permitted by Assured Communications to cancel the agreement during any initial cancellation period, any services used within this period will be chargeable and any third party costs (including cancellation fees) incurred by Assured Communications within this period at the request of the Customer will be chargeable. Cancellation charges may apply if the service is terminated outside of prescribed timescale.

2.14Where the Customer is a consumer within the definition of the Ofcom regulations the Customer has the right to take unresolved complaints to an approved Alternative Dispute Resolution agency eight weeks after the complaint was made. CISAS is an independent approved Alternative Dispute Resolution agency which provides this service free of charge.

3. Term

3.1 This agreement shall commence on the date hereof and subject to the remaining terms of this Clause 3 shall continue for the Minimum Term and thereafter for further periods each equivalent to the Minimum Term until terminated by either party giving to the other not less than 30 days prior written notice but not greater than 60 days prior written notice expiring at the end of the Minimum Term or at the end of any subsequent period as appropriate, such notice to be sent by recorded delivery mail effective on the date the notice is received by Assured Communications .

3.2 Either party shall be entitled forthwith to terminate this agreement by giving written notice to the other if:

3.2.1 the other commits a continuing or material breach of this agreement and, if the breach is capable of remedy, fails to remedy it within 14 days after receipt of a written notice giving full particulars of the breach and requiring it to be remedied; or

3.2.2 an administrator takes possession or a receiver is appointed over any of the property or assets of the other party, the other party makes any voluntary arrangement with its creditors or becomes subject to an administration order, the other party becomes bankrupt or goes into liquidation (except for the purposes of an amalgamation, reconstruction or other reorganisation and so that the company resulting from the reorganisation effectively agrees to be bound by or to assume the obligations imposed on the other party under this agreement); or

3.2.3 the other party ceases, or threatens to cease, to carry on business.

3.3 Assured Communications may terminate this agreement immediately if:

3.3.1 any licence or agreement under which Assured Communications  or the Customer has the right to run its telecommunications system and in the case of the Customer connect it to the Assured Communications  system is revoked, amended or otherwise ceases to be valid; or

3.3.2 the Customer is suspected, in the reasonable opinion of Assured Communications , of involvement with fraud or attempted fraud in connection with use of the Services or this Agreement; or

3.3.3 Assured Communications reasonably suspects that the Customer is unable to pay or is refusing to pay Assured Communications charges and/or budget plan payments.

3.4 For the purpose of clause 3.2, a breach shall be considered capable of remedy if the party in breach can comply with the provision in question in all respects other than as to the time of performance (provided that time of performance is not of the essence).

3.5 A waiver by either party of a breach of a provision of this agreement shall not be considered as a waiver of a subsequent breach of the same or another provision.

3.6 If the Customer gives less than the specified amount of written notice to terminate this agreement (as per Clause 3.1) or ceases to use the Services or a part thereof (including reduced usage) or attempts to terminate this Agreement prior to the expiry of the Minimum Term or any subsequent period equivalent to the Minimum Term or fails to achieve any minimum call spend as set out overleaf, or if the Customer is in breach of this Agreement. Assured Communications reserves the right to invoice the Customer for the loss it suffers, which includes loss of revenue for the short notice given for the balance of the Minimum Term based upon an average of 6 calendar months bills of the Customer in which periods the Customer has made full use of the Services (or such lesser period as is available). Upon termination Assured Communications shall be entitled to raise invoices for all sums due and all invoices (whenever raised) shall become due for payment immediately.

3.7 In the event of termination by either party for any reason:

(a) Assured Communications shall be entitled to recover from the Customer:

(i) the Equipment or cost thereof as appropriate including, where appropriate, but not limited to the cost of installing or removing the Equipment;

(ii) all liabilities, claims, costs, losses and expenses incurred by Assured Communications  (including the initial CPS and engineering costs and of providing the Services); and

(iii) all losses suffered by Assured Communications  by way of third party claw-back where such claw-back is due to the breach by the Customer of this agreement or the third party agreement.

3.7.1 Until such time as the Customer has transferred to a new provider, Assured Communications shall be entitled to amend its charges to its standard published usage charges.

3.7.2Leased lines and certain other services may incur additional charges as a result of third party termination costs incurred by Assured Communications. Please enquire for details of applicable charges

3.8 The rights to terminate this agreement given by this clause shall not prejudice any other right or remedy of either party in respect of the breach concerned (if any) or any other breach. Continued use of the Services post termination will result in Assured Communications levying its standard published usage charges for all Services used, which charges the Customer shall pay immediately upon demand.

3.9 Where the Customer cancels part only of a bundle of Services, Assured Communications  reserves the right (in addition to its rights under clause 3.7) to charge the Customer for the Services so cancelled in accordance with Clause 3.6 and to amend charges to the Customer for the remaining Services to its standard rates.

4. Access to premises

4.1 To enable assured Communications to comply with its obligations under the Agreement:

4.1.1 the Customer shall allow or procure permission for Assured Communications  and any other person(s) authorised by Assured Communications  to have reasonable access to the Customer’s premises and the Services’ connection points or, where network connection services form part of the Services, such location on the Customer’s premises and/or any neighbouring premises as Assured Communications  reasonably requires and shall at all times provide such reasonable assistance as Assured Communications  requests.

4.1.2 Assured Communications will endeavour to carry out work by appointment and during normal working hours, but may request the Customer to provide access at other times. If at the request of the Customer Assured Communications carries out work outside its normal working hours the Customer will be responsible for Assured Communication’s reasonable additional charges.

4.1.3 Unless otherwise agreed the Customer shall at its own expense carry out such site preparations as Assured Communications may reasonably require. Where a site survey is carried out the costs thereof and of any required work identified in the site survey shall be borne by the Customer.

4.2 If the Customer requests maintenance or repair work which is found to be unnecessary or results from an act or omission of the Customer, Assured Communications will charge for the work and the costs incurred.

4.3 The Customer hereby duly authorises Assured Communications, its dealers and agents to reprogram and or remove existing access equipment in order to provide the Services. In the event that the work is undertaken by the Customer’s existing telephone system maintainer and not Assured Communications, Assured Communications will pay a maximum contribution of £75 plus vat towards any charges raised by the Customer’s existing telephone system maintainer. The Customer to pay all other costs.

4.4 Where BT Openreach charges Assured Communications  for repairs (and/or engineering call out), and the fault is due to damage to the Customer’s equipment, Assured Communications  reserves the right to invoice the Customer for the amount of such BT Openreach charge together with an administration charge of £25.

4.5 Where required by Assured Communications, the Customer shall ensure that environmental conditions are maintained for Equipment.

5. Charges and Payment

5.1 Following the expiration of a trial period that may be provided to you at the sole discretion of Assured Communications and unless otherwise specified in writing by Assured Communications the Customer agrees to pay Assured Communication’s charges and/or budget plan payments monthly by Direct Debit, the first payment to be made at the discretion of Assured Communications within thirty days of the start of the provision of the Services and in accordance with the applicable tariffs. Where network connection and/or line rental services form part of the Services the charges shall be paid in advance.

5.2 Usage charges will be such charges for the use of the Services by the Customer as Assured Communications may notify to the Customer from time to time by e-mail or by post. Details of the Customer’s current charges can be obtained by emailing Assured Communications at customerservices@AssuredCommunications.com with full account details. There will be a minimum monthly usage charge and low usage charge for each Service as set out in Assured Communication’s price list from time to time. Usage charges payable shall be calculated by reference to any data recorded or logged by Assured Communications or its service carrier and not by reference to any data recorded or logged by the Customer. Assured Communications shall be entitled to estimate the usage charges in circumstances where the relevant data is not available to Assured Communications in a timely manner, and any estimated usage charge shall be reconciled on a subsequent invoice.

5.2.1 Unless otherwise stated all other amounts due from the Customer to Assured Communications shall be paid within 7 days of the date of Assured Communication’s invoice.

5.3 If the Customer fails to make any payment on the due date then, without limiting any other right or remedy available to Assured Communications  (such failure to pay being a material breach of this agreement), Assured Communications  may charge the Customer (i) an administration fee of £15 and/or statutory compensation at the prevailing rate and (ii) interest (both before and after any judgment) on the amount unpaid, at the rate of 8 per cent per annum above Barclays Bank base rate from time to time, until payment in full is made (a part of a month being treated as a full month for the purpose of calculating interest).

5.4 The price for the Services is exclusive of any applicable value added tax, which the Customer shall be additionally liable to pay to Assured Communications.

5.5 The Customer agrees to pay Assured Communications in full without any set-off all sums due to Assured Communications under this Agreement.

5.6 Assured Communications shall be entitled to require the Customer to pay a deposit in respect of future usage charges and the Customer shall pay the amount so required within 7 days of a request for the same.

5.7 The Customer authorises Assured Communications to vary the amount, frequency and time of any Direct Debit to such level as Assured Communications deem reasonably appropriate (a) to take account of either an increase or decrease in usage of the Services by the Customer (b) to reduce such indebtedness of the Customer to Assured Communications and/or (c) to such other operational matter affecting the Services as Assured Communications shall in its discretion deem reasonable.

5.8 If any payment is cancelled or returned unpaid by the Customer’s bank or if the Customer fails to discharge any invoice within 7 days of its date, then without prejudice to any right or remedies under this Agreement, Assured Communications shall from the time of such failure provide the Services at the standard published usage charges and in addition the Customer agrees to pay Assured Communications an administration fee of £25-00. For the avoidance of doubt the time of payment is of the essence of this Agreement and a failure to pay on time or the cancellation of a Direct Debit shall be a material breach of contract allowing Assured Communications to terminate this Agreement immediately. Invoices paid by credit card incur an additional £5 or 3% charge of the transaction whichever is the greater.

5.9 Should the Customer have any dispute with regard to the usage charges or any other charges, the Customer shall give written notice to Assured Communications of the amount in dispute and the reason for the dispute. Any rectification or amendment of such disputed charges are limited to the 6 months prior to the written notification being received by Assured Communications  and remains at Assured Communications ’s sole discretion such discretion not to be unreasonably withheld. Such notice must be received prior to the Customer not paying any amount due to Assured Communications, failing which the Customer shall be deemed to be in breach of contract and clause 3.3.3 shall apply together with clause 5.8 and clause 5.3 in respect of the entire balance. The Customer shall remain liable to pay all amounts not in dispute in accordance with the terms of this agreement.

5.10 The Customer remains liable for all charges whether the Customer or someone else used the services and whether the services were used with the Customer’s knowledge and consent or otherwise including and not limited to calls made by a rogue callers and calls made by any third party who has gained unauthorised access to the Customer’s system.

5.11 Assured Communications retain the right to vary the charges set out in the tariff at any time upon giving the Customer 7 days’ notice such notice to be given either on the monthly invoice or on www.AssuredCommunications.com and continued use of the Service is deemed acceptance of these changes.

5.12 Any calls that are routed by any means beyond the control of Assured Communications and for which you are invoiced by another provider will remain the responsibility of the customer.

6. Suspension of the Services

6.1 Assured Communications  shall be entitled, for business, operational or technical reasons or in order to comply with any numbering scheme or other obligation imposed on Assured Communications  by its licence or by any other competent authority (including any network provider), to withdraw or change any telephone number or code or group of numbers or codes allocated to the Customer whether on a temporary or permanent basis provided that Assured Communications  gives the Customer the maximum period of notice in writing thereof practicable in the circumstances.

6.2 If the Customer is in breach of a material term of this agreement Assured Communications  may at its sole discretion and upon giving the Customer written notice elect to suspend without compensation the provision of Services for a period not exceeding 14 days. If the breach is capable of remedy and is remedied by the Customer within the 14-day period then Assured Communications shall recommence the provision of Services. If the breach is not capable of remedy or if so capable is not remedied within the period of 14 days, then Assured Communications shall have the option of either terminating this Agreement under the provision of clause 6.1 or of continuing the Services.

6.3 If the Customer’s call charges exceed the estimated call spend or the credit limit given to the Customer by Assured Communications, whichever is the lower, then Assured Communications reserves the right to request immediate payment of the excess amount and to demand in accordance with clause 5.6 a deposit be paid in such amount as Assured Communications shall deem to be reasonable. If payment is not made forthwith by the Customer, Assured Communications shall be entitled to suspend all or any of the Services until payment of the excess amount is made in full.

6.4 Notwithstanding and without prejudice to any of its rights under this Agreement, Assured Communications  reserves the right to withdraw the Services or any part thereof at any time if the monthly charges to the Customer are not, in the opinion of Assured Communications , sufficient to make provision of the Services viable for Assured Communications .

7. Liability

7.1 Nothing in this agreement shall exclude or restrict the liability of either party for death or personal injury resulting from its negligence.

7.2 If the Services fails to operate or the Customer diverts traffic to another carrier, Assured Communications will not be responsible for that carrier’s charges.

7.3 Neither party shall be responsible to the other in contract, tort or otherwise for any loss of business, loss of data, contracts, anticipated savings or profits or for any other indirect or consequential loss whatsoever save that this exclusion shall not apply to the fraudulent activities of either party nor to any claw-back or other loss suffered by Assured Communications  pursuant to the determination by an airtime services provider that the Customer has used and/or provided services using the Equipment and/or Services which it deems a gateway.

7.4 Each party’s liability in tort, contract or otherwise arising out of or in connection with the performance of either party’s obligations under this Agreement shall be limited to £1,000,000 for any one incident or series of incidents and £2,000,000 in aggregate.

7.5 Neither party shall be liable to the other for any damage or loss which may be incurred by the other party due to any cause beyond the first party’s reasonable control including without limitation any act of God failure or shortage of power supplies, trade dispute, any act or omission of Government, highways, regulatory bodies, other public telecommunication operators or other competent authority, or supply of services by third parties.

7.6 Controlling unauthorised access (including fraudulent access) to PABX, trunking or other equipment or resource shall be the sole responsibility of the Customer. Assured Communications shall have no responsibility whatsoever for any such access, or for the bills resulting from such access (which shall remain the Customer’s obligation). The Customer acknowledges that the Service known as “fraud monitor” is not a fraud prevention system and does not prevent unauthorised access to the Equipment.  Assured Communications advises the Customer to obtain proper security advice with regard to its PABX, trunking or other equipment or resource

8. Mobile Services – Third Party

8.1 In respect of Mobile Services and unless Assured Communications  advise otherwise the Customer shall enter into an agreement direct with the Airtime Services Provider and is responsible for all aspects (including the management) of that airtime service agreement.  Assured Communications shall assist the Customer wherever possible in the management of the airtime service agreement.

8.2 If Assured Communications  agrees to reimburse to the Customer charges for specified mobile numbers in respect of the Customer’s transferring Airtime Service Provider in respect of such mobile numbers reimbursement must unless otherwise agreed in writing (i) be claimed by the Customer not earlier than four months from the date of transfer and (ii) be only claimed in respect of such mobile numbers as remain live and have not had a notice of termination of agreement served at the date of the claim.

8.3 Assured Communications will be paid commission (initially and on an ongoing basis) by the Airtime Service Provider for introducing the Customer and other customers to it.  Such commission may be clawed back in certain circumstances due to the act or omission of the Customer, including if the airtime service agreement is terminated or in respect of gateway or unauthorised use by the Customer.  The Customer shall indemnify Assured Communications against any such claw-back and immediately on demand pay to Assured Communications an amount equivalent to that clawed-back.

8.4 Where it is agreed that Assured Communications shall pay to the Customer a cash incentive inducement or subsidy for entering into an airtime services agreement, any such amounts must be invoiced by the Customer in three equal amounts such invoices to be dated and delivered at the end of months 6, 12 and 18 of the airtime services agreement.  Payment shall only be due to the Customer where the airtime services agreement has not been terminated before the end of the minimum term of the airtime service agreement.  The Customer shall produce to Assured Communications such evidence as Assured Communications may reasonably require as to the continuation in force of the airtime service agreement.

8.5 Any cash incentives or subsidies due under this clause 8 that have not been claimed by the Customer within 14 days from the end of the minimum term of the airtime service agreement become null and void.

8.6 Any Equipment supplied in connection with Mobile Services shall be supplied subject to these terms and conditions. Assured Communications shall endeavour to supply the Equipment as soon as practicable and reserves the right to alter specifications or designs at any time to meet such delivery target.

8.7 All such Equipment will be supplied with the manufacturer’s guarantee, unless otherwise agreed in writing. The Customer hereby acknowledges that the manufacturer’s guarantee is only valid if the Customer complies with the terms and conditions of manufacturer’s guarantee.

8.8 The Customer shall be liable for the full costs of any repairs carried out to the Equipment which are not covered by the manufacturer’s guarantee.

8.9 The Customer agrees that Assured Communications shall not be liable for any loss or costs suffered by the Customer:

8.9.1 Following any loss by the Customer of Equipment and/or the unlawful use thereof by a third party.

8.9.2 Resulting from loss of network service or other network issues (including the porting of numbers).

8.10 The Customer shall be liable for the costs incurred by Assured Communications of obtaining PAC, MAC or similar codes required for the transfer of the Services.

9. General

9.1 Assured Communications reserves the right to change the provider of the Services to it at any time; further Assured Communications reserves the right to change these terms and conditions at its sole discretion by giving the Customer not less than 14 days notice (usually on the front page of the monthly bill and/or on its website at www.AssuredCommunications.com), and continued use of the Services thereafter will be deemed acceptance of such changes.

9.2 A notice required or permitted to be given by either party to the other under this agreement shall be in writing addressed to that other party at its principal place of business or such other address as may at the relevant time have been notified pursuant to this provision to the party giving the notice and, save in respect of a notice pursuant to clause 3.1, shall be deemed served on the second after the same has been posted.

9.3 If any provision of this agreement is held by a court or other competent authority to be invalid or unenforceable in whole or in part the validity of the other provisions of this agreement and the remainder of the provision in question shall not be affected

9.4 The Customer shall not assign sub-license, delegate or otherwise deal with all or any of its rights and obligations under this agreement without Assured Communication’s prior written consent, such consent not to be unreasonably withheld. Nothing in this agreement shall be deemed to grant to the Customer a licence to use any software or other intellectual property right (which shall include the Assured Communications trade marks) other than strictly in accordance with the terms of this agreement. For the avoidance of doubt, the Customer shall not be entitled to sub-license any such software or other intellectual property right.

9.5 These terms and conditions together with any terms set out in the order constitute the entire agreement between the parties, supersede any previous agreement or understanding and, subject to clause 9.1 and 5.2, may not be varied except in writing and signed by Assured Communications  or varied orally and then confirmed in writing by Assured Communications . All other terms, express or implied by statute or otherwise, are excluded to the fullest extent permitted by law. In entering into this agreement the Customer acknowledges that it does not rely on any representations which are not confirmed in the terms of this agreement, but nothing in this agreement affects the liability of either party for fraudulent misrepresentation.

9.6 The parties agree that the Contracts (Rights of Third Parties) Act 1999 shall not apply to this agreement.

9.7 The laws of England shall govern this agreement, and the Customer agrees to submit to the exclusive jurisdiction of the English Court.

 

Terms & Conditions – Hardware

TERMS AND CONDITIONSTHESE TERMS AND CONDITIONS DO NOT AFFECT THE STATUTORY RIGHTS OF ANY CONSUMER

1. DEFINITIONS & INTERPRETATION

1.1   In these conditions, the following words and phrases shall have the meanings ascribed to them below:

1.1.1   “Customer” means the person or party who purchases the Products from the Seller;

1.1.2   “Seller” means Assured Communications (Leicester) Limited (Company Number 07799424) whose registered office is at 199 Clarendon Park Road, Leicester, LE2 3AN, trading as Assured Communications;

1.1.3   “Contract” means any contract between the Seller and the Customer for the sale and purchase of the Products, subject to and incorporating these conditions;

1.1.4   “Products” means any Products agreed in the Contract to be supplied to the Customer by the Seller (including any part or parts of them).

1.1.5   “Cancellation”, this contract is not subject to any cooling off period or cancellation or termination of any one Contract relating to an instalment, nor shall it entitle the Customer to repudiate or cancel any other Contract or instalment.

1.2   A reference to a particular law is a reference to it as it is in force for the time being taking account of any amendment, extension, application or re-enactment and includes any subordinate legislation for the time being in force made under it.

1.3   Words in the singular include the plural and in the plural include the singular.

1.4   A reference to one gender includes a reference to the other gender.

1.5   Condition headings do not affect the interpretation of these conditions.

2. ENTIRE AGREEMENT

2.1   Subject to any variation under condition 2.3 the Contract shall be on these conditions to the exclusion of all other terms and conditions (including any terms or conditions which the Customer purports to apply under any purchase order, confirmation of order, communication, specification or other document).

2.2   No terms or conditions endorsed on, delivered with or contained in the Customer’s purchase order, confirmation of order, specification or other document shall form part of the Contract simply as a result of such document being referred to in the Contract.

2.3   These conditions apply to all the Seller’s sales and any variation to these conditions and any representations about the Products shall have no effect unless expressly agreed in writing and signed by a director of the Seller.

3. ORDER PROCESS

3.1   All orders placed by the Customer are subject to final acceptance by the Seller.

3.2   Following receipt of any order, the Seller may send to the Customer an order acknowledgement detailing the Products which have been ordered. This communication is not an order confirmation or order acceptance from the Seller.

3.3  The Company sells both on premises and off premises at the invite of the buyer.

3.4   Acceptance of the Customers order and the completion of the Contract between the Seller and Customer will take place on despatch to the Customer of the Products ordered unless the Seller has notified the Customer that the order has not been accepted or it has been cancelled by the Customer.

4. DESCRIPTION AND PRICING

4.1   The description of the Products shall be as set out on the Seller’s website, via the Seller’s Stock List, Sellers item listing in other formats at the time the Customer places an order.

4.2   All samples, drawings, descriptive matter, specifications and advertising issued by the Seller and any descriptions or illustrations contained in the Seller’s website are issued or published for the sole purpose of giving an approximate idea of the Products described in them. They shall not form part of the Contract which is not a sale by sample.

4.3   Every effort is made by the Seller to ensure that prices shown on the Seller’s website, Seller’s Stock List, Sellers item listing, are accurate. If an error is found, the Supplier will inform the Customer as soon as possible and offer the option of reconfirming the order at the correct price, or cancelling the order. If the Seller does not receive an order confirmation within 3 days of informing the Customer of the error, the order will be cancelled automatically. If the Customer cancels the order, or if the order is cancelled automatically due to the expiry of the 3 day period, the Seller will refund or re-credit the Customer for any sum that has been paid.

4.4   All prices are shown in UK £s (pounds sterling) and unless expressly stated otherwise, include VAT (where applicable) at the applicable current rates but exclude delivery charges.

5. DELIVERY

5.1   Delivery of the Products shall be made:

5.1.1   to the Customers address;

5.1.2   at the Sellers sole discretion, to any address specified by the Customer; or

5.1.3   by the Customer collecting Products at the Seller’s premises at any time after the Seller has notified the Customer that the Products are ready for collection.

5.2   The Customer acknowledges that it may be required by the Seller to provide proof address and identification (in the form of photo identification) prior to delivery being made or for the purposes of any radio communications network provider.

5.3   Any dates specified by the Seller for delivery of the Products are intended to be an estimate and time for delivery shall not be made of the essence by notice. If no dates are so specified, delivery shall be within a reasonable time.

5.4   If delivery is made in accordance with condition 5.1.3 above, the Customer shall take delivery of the Products within 5 days of the Seller giving it notice that the Products are ready for delivery.

5.5   If for any reason the Customer fails to accept delivery of any of the Products when they are ready for delivery, or the Seller is unable to deliver the Products on time because the Customer has not provided appropriate instructions, documents, licences or authorisations:

5.5.1   risk in the Products shall pass to the Customer (including for loss or damage caused by the Seller’s negligence);

5.5.2   the Products shall be deemed to have been delivered; and

5.6   If the Seller is requested to re-deliver the Products following a failed delivery in accordance with condition 5.5, the Seller reserves the right to make an additional charge for such re-delivery.

5.7   The Seller may deliver the Products by separate instalments. Each separate instalment shall be a separate Contract and no cancellation or termination of any one Contract relating to an instalment shall entitle the Customer to repudiate or cancel any other Contract or instalment.

5.8   The Customer shall be required to notify the Seller of any delivery shortages within 24 hours of delivery. If the Customer fails to notify the Seller of any such shortages within this time scale, the Customer shall be deemed to have accepted delivery of all Products.

6. RISK

6.1   The product will become the responsibility of the customer from the time of delivery with the exception for goods shipped outside the UK, Ireland and Channel Isles where the responsibility is taken at the time of shipping.

7. PAYMENT

7.1    Payment for the Products by the Customer can be made by any method shown on the Seller’s website, price list, or by arrangement with the company representative.

8. CANCELLATION UNDER THE CONSUMER PROTECTION (DISTANCE SELLING) REGULATIONS 2000

8.1   There is no right of cancellation for any product purchased as this is a commercial contract.

8.2   For the avoidance of doubt, there shall be no right to cancel any Contract if the software or extended warranty items which have been opened or unsealed by the Customer; (iii) are computers which have been registered in the Customers name with the manufacturer.

9. LIMITATION OF LIABILITY

9.1   The following provisions set out the entire financial liability of the Seller (including any liability for the acts or omissions of its employees, agents and sub-contractors) to the Customer in respect of:

9.1.1   any breach of these conditions;

9.1.2    any use made or resale by the Customer of any of the Products, or of any product incorporating any of the Products; and

9.1.3   any representation, statement or tortious act or omission including negligence arising under or in connection with the Contract.

9.2   Nothing in these conditions excludes or limits the liability of the Seller:

9.2.1   for death or personal injury caused by the Seller’s negligence; or

9.2.2   under section 2(3), Consumer Protection Act 1987; or

9.2.3   for any matter which it would be illegal for the Seller to exclude or attempt to exclude its liability; or

9.2.4   for fraud or fraudulent misrepresentation.

9.3   Subject to condition 9.2 and condition 9.3:

9.3.1   the Seller’s total liability in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise, arising in connection with the performance or contemplated performance of the Contract shall be limited to the Contract price; and

9.3.2    the Seller shall not be liable for any direct, indirect or consequential loss (all three of which terms include, without limitation, pure economic loss, loss of profits, loss of business, depletion of goodwill and similar loss), costs, damages, charges or expenses.

10. ASSIGNMENT

10.1   The Seller may assign the Contract or any part of it to any third party.

10.2   The Customer shall not be entitled to assign the Contract or any part of it without the prior written consent of the Seller.

11. UNFORSEEABLE DELAYS

11.1   The Seller reserves the right to defer the date of delivery or to cancel the Contract or reduce the volume of the Products ordered by the Customer (without liability to the Customer) if it is prevented from or delayed in the carrying on of its business due to circumstances beyond the reasonable control of the Seller including, without limitation, acts of God, governmental actions, war or national emergency, acts of terrorism, protests, riot, civil commotion, fire, explosion, flood, epidemic, lock-outs, strikes or other labour disputes (whether or not relating to either party’s workforce), or restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials, provided that, if the event in question continues for a continuous period in excess of 90 days, the Customer shall be entitled to give notice in writing to the Seller to terminate the Contract.

12. EXPORT OF PRODUCTS

12.1   The Products may be sold by the Seller for export from the United Kingdom, providing that they have paid for the goods in full. The Customer shall comply with all applicable legislation and regulations and payment of any duties, import taxes or other costs of import. If the Seller notifies the Customer that export of the products into a country is prohibited under the Sellers export licences, the Customer shall not supply or offer the Products for supply into or within that country. The Customer shall obtain all licences, authorisations and approvals required for export of Products from the United Kingdom or import into any other country and shall indemnify the Seller against any liability in relation to the Customers breach of any of the provisions of this condition 12.

12.2   For all orders for delivery outside of mainland UK, Northern Ireland, the Channel Islands and the Isle of Man All ownership, title and risk in goods will pass to you immediately at the point and time at which such goods are placed at your disposal at our premises in the UK. The prices payable for goods (as set out on the delivery section of our website) are inclusive of UK VAT, but exclusive of local taxes, import duties and clearances. You acknowledge and agree that the seller has no liability to you in respect of any such taxes including VAT, duties or clearances which may become payable, after the goods have been placed at your disposal at our premises (in the UK). You and we each submit to the exclusive jurisdiction of the English courts in relation to disputes arising out of this Agreement.

13. GENERAL

13.1   Each right or remedy of the Seller under the Contract is without prejudice to any other right or remedy of the Seller whether under the Contract or not.

13.2   If any provision of the Contract is found by any court, tribunal or administrative body of competent jurisdiction to be wholly or partly illegal, invalid, void, voidable, unenforceable or unreasonable it shall to the extent of such illegality, invalidity, voidness, voidability, unenforceability or unreasonableness be deemed severable and the remaining provisions of the Contract and the remainder of such provision shall continue in full force and effect.

13.3   Failure or delay by the Seller in enforcing or partially enforcing any provision of the Contract shall not be construed as a waiver of any of its rights under the Contract.

13.4   Any waiver by the Seller of any breach of, or any default under, any provision of the Contract by the Customer shall not be deemed a waiver of any subsequent breach or default and shall in no way affect the other terms of the Contract.

13.5   The parties to the Contract do not intend that any term of the Contract shall be enforceable by virtue of the Contracts (Rights of Third Parties) Act 1999 by any person that is not a party to it.

13.6   The formation, existence, construction, performance, validity and all aspects of the Contract shall be governed by English law and the parties submit to the exclusive jurisdiction of the English courts.

THE FOLLOWING ADDITIONAL TERMS AND CONDITIONS SHALL APPLY IF THE CUSTOMER IS PURCHASING THE PRODUCTS IN THE COURSE OF A TRADE, PROFESSION OR BUSINESS

14. DELIVERY

14.1   Conditions 5.1 and 5.2 shall not apply.

14.2   Delivery of the Products shall be made to the Customers business address.

15. PRODUCTS PURCHASED ON CREDIT TERMS

15.1   In relation to any Products purchased by the Customer using any credit facility granted by the Seller, the Seller shall issue an invoice for payment with the Products.

15.2   The Customer shall pay any invoice within 30 days of receipt. Time for payment shall be of the essence.

15.3   No payment shall be deemed to have been received until the Seller has received cleared funds.

15.4   The Customer shall make all payments due under the Contract in full without any deduction whether by way of set-off, counterclaim, discount, abatement or otherwise unless the Customer has a valid court order requiring an amount equal to such deduction to be paid by the Seller to the Customer.

15.5   If the Customer fails to pay the Seller any sum due pursuant to the Contract, the Customer shall be liable to pay interest to the Seller on such sum from the due date for payment at the annual rate of 8% above the base lending rate from time to time of the Bank of England, accruing on a daily basis until payment is made, whether before or after any judgment. The Seller reserves the right to claim interest under the Late Payment of Commercial Debts (Interest) Act 1998.

15.6   Full legal and beneficial title and ownership of the Products shall only pass to the Customer when the Seller has received in full (in cash or cleared funds) all sums due to it in respect of:

15.6.1   the Products; and

15.6.2   all other sums which are or which become due to the Seller from the Customer under any other contract or account.

15.7   Until title and ownership of the Products has passed to the Customer, the Customer shall:

15.7.1   hold the Products on a fiduciary basis as the Seller’s bailee;

15.7.2   store the Products (at no cost to the Seller) separately from all other Products of the Customer or any third party in such a way that they remain readily identifiable as the Seller’s property;

15.7.3   not destroy, deface or obscure any identifying mark or packaging on or relating to the Products; and

15.7.4   maintain the Products in satisfactory condition and keep them insured on the Seller’s behalf for their full price against all risks to the reasonable satisfaction of the Seller. On request the Customer shall produce the policy of insurance to the Seller.

15.8   The Customer’s right to possession of the Products shall terminate immediately if title and ownership of the Products has not already passed in accordance with condition 15.6 and:

15.8.1   the Customer has a bankruptcy order made against him or makes an arrangement or composition with his creditors, or otherwise takes the benefit of any statutory provision for the time being in force for the relief of insolvent debtors, or (being a body corporate) convenes a meeting of creditors (whether formal or informal), or enters into liquidation (whether voluntary or compulsory) except a solvent voluntary liquidation for the purpose only of reconstruction or amalgamation of the Customer; or

15.8.2   the Customer suffers or allows any execution, whether legal or equitable, to be levied on his/its property or obtained against him/it, or fails to observe or perform any of his/its obligations under any contract between the Seller and the Customer, or is unable to pay its debts within the meaning of section 123 of the Insolvency Act 1986 or the Customer ceases to trade; or

15.8.3   the Customer encumbers or in any way charges any of the Products.

15.9   The Seller shall be entitled to recover payment for the Products notwithstanding that legal and beneficial ownership and title of any of the Products has not passed from the Seller.

15.10   The Customer grants the Seller, its agents and employees an irrevocable licence at any time to enter any premises where the Products are or may be stored in order to inspect them, or, where the Customer’s right to possession has terminated, to recover them.

16. QUALITY

16.1   The Seller is a re-seller and not a manufacturer of the Products. In this respect and to the fullest extent permissible by law, the Seller is unable to offer any express warranties of any kind whatsoever in respect of the Products.

16.2   Save to the extent that any exclusion or restriction of liability may be prohibited by statute, all implied warranties relating to the Products (statutory or otherwise) including (without limitation) any warranties relating to quality or fitness for a particular purpose, shall be fully excluded.

16.3   The Products may be sold with a manufactures warranty, details of which shall be dispatched with the Products.

16.4   Products which are found to be defective following delivery shall be dealt with by the Customer in accordance with any subsisting manufacturer’s warranty. For the avoidance of doubt, this may mean that the Products are repaired as opposed to replaced and must be returned directly to the manufacturer as opposed to the Seller.

17. NO CANCELLATION RIGHTS

17.1   Condition 8 shall not apply. For the avoidance of doubt, the Consumer Protection (Distance Selling) Regulations 2000 do not apply to the sale of Products in the course of a trade, business or profession.

18. RETURNS

18.1   Subject to the Sellers written agreement and the payment of a re-stocking charge (which is 25% of the purchase price) by the Customer, the Products may be returned at the expense of the Customer within 7 days of delivery.

18.2   No returns will be accepted for goods shipped to outside the UK, Ireland and Channel Isles.

19. PLACING YOUR ORDER

Our website is designed to help you through the purchasing process. You can place your order online or over the phone at the same great price and we’ll email a copy of your order request to you. Alternately, you may purchase your good by requesting a visit to your premises by one of our representatives. They will be able to show you a full range of our goods and or service. By placing your order online or over the phone you agree to the following terms.

20. PAYMENT

We accept Cheques and Bank transfers.

21. PRODUCT AVAILABILITY

All orders are processed and shipped as quickly as possible. In instances where our stock is fully allocated we may ship direct from the manufacturers to you. If for any reason the product or promotion you’ve ordered is no longer available, or there’s been a price change, we will notify you within 5 days and offer a full refund, the option to pay the difference or choose an alternative. Order acceptance takes place upon despatch of your products.

22. AFTER SALES

We operate a fair and open after-sales service. We firmly believe that setting out our terms clearly rather than burying them in small print is what customers should be able to expect of any business. Everything you need to know about our policy is outlined here.

Over 99% of our orders are handled perfectly – goods are delivered on time and work without fault. However from time to time things do go wrong. Parcels can get misrouted by the couriers, traffic can prevent deliveries arriving on time, manufacturer’s specifications can be inaccurate and items can develop a fault. The real test of an online retailer is not just the availability of good value products, but how well they deal with after sales problems. We aim to offer a service most other online retailers fail to deliver on: Product availability, value, reliable delivery and a clear and fair after-sales service.

23. TECHNICAL HELP

Most of the purchases you make have lifetime technical support directly with the manufacturer*. As we sell over XXXX products from more than XXX manufacturers it is not possible for us to provide you with the same level of technical expertise as the manufacturers.

Technical support is for diagnosing hardware faults only. They do not provide training, setup assistance of in the case of PCs and Laptops, help with software.

24. LATE DELIVERY

If your goods haven’t arrived as expected, please follow the link in your email to use our online tracking service.

25. DAMAGED/MISSING ITEMS/WRONG ITEMS PLEASE CALL IMMEDIATELY TO REPORT DAMAGE

Nearly all our orders arrive on time and in the same excellent condition they left our warehouse. If damage is noticed at point of delivery the order can be refused and returned with the driver

PLEASE CALL IMMEDIATELY TO REPORT DAMAGE

As with all new purchases, we understand that you will want to open and test your item as soon as it arrives. It’s very important that you report any damaged, missing or incorrect items to us as soon as possible, preferably on the day of delivery. If this isn’t possible we consider it reasonable that your items will have been checked for visible damage and reported within 2 days. If you do not intend to use your goods immediately, please open and inspect them before storing, Damage requests reported too late may be refused

NOTE: Do not try to fit an item/appliance if it is damaged without calling for advice first. If you cause further physical damage by fitting an item you know to be damaged we may be unable to accept the item for return.

26. FAILED DELIVERIES

We understand that sometimes you will not be available to receive your goods. For all items our couriers will attempt redelivery once. After which you will be charged for any further redelivery attempts. If you have ordered a small item, it may then be left at your local post office for you to collect. For large items, if the courier has contacted you prior to delivery and you are not available to receive your goods, there will be a redelivery charge. Refused deliveries for unwanted items that are no longer required will be charged the return delivery fee to our warehouse.

27. CANCELLATION

If you are a consumer based in the UK and not a business or organisation then this section applies to you. Please refer to our Commercial Terms where you will find the relevant information.

We want you to be entirely happy with your purchase from us. If you change your mind after placing your order you are still able to make a cancellation, regardless of the reason, without any fee before the item is despatched.

Once despatched, if you have ordered the wrong item by mistake, we also allow you 14 days from the day following your delivery to let us know if you want to return your product(s) so long as they are unused. (Excludes business customers.)in exchange for a credit note to be spent with ourselves.

Please Note – you are responsible for cost of returning unwanted/cancelled items to us and for the value of the goods if they are diminished as a result of your handling whilst with you or in the return transit to us.

Call us for details about how to cancel your order and return your goods to us.

28. FAULTY ITEMS

On rare occasions products may develop a fault. Our flexible no fuss policy for dealing with faulty goods is intended to ensure you get the fastest resolution possible and minimise the time you are without a working item.

All new goods we sell to UK and you have at least 12 months warranty. If you live in another country the warranty usually has the same terms but you will need to check directly with the manufacturer’s local service centre to confirm this.

Our policy for dealing with faulty items differs depending when the fault happens and applies only to goods sent to the UK, Channel Islands and Ireland.

Faults occurring within 28 Days of Receipt: If any of our products develop a fault within the first 28 days we will be happy to help you resolve the issue. For repair or replace, if you purchased a large item it is much faster to call the manufacturer direct in the first instance who will arrange for an onsite visit from an engineer. To contact the manufacturer, click here for their contact details. If an engineer is unable to repair the goods they will provide a reference number and direct you back to us to arrange a replacement. To speed up the process please have the reference number to hand when you contact us. Your statutory rights may allow refunds in specific instances, please call us if you need advice. (Note: Items returned without a manufacturer reference will have to be inspected before being accepted. This may cause delays processing your faulty return and items returned where we can’t find a fault will be returned to you for a small handling fee).

Faults occurring within 1 year (3 months for refurbished products): If you’ve had the product for up to 1 year and require a fault repair, your product will be repaired directly by the manufacturer or by us. If that’s not possible we will give you a replacement, or if that’s not possible, a refund.

Faults occurring after 1 year but within manufacturer’s warranty period: Please contact the manufacturer directly to arrange a repair. You can also contact us for further advice and suggestions as other repair options may be available.

Faults Occurring outside Manufacturer’s warranty period: As an additional service we are able to quote on repairs for some items such as Laptops and TVs. This does not affect your statutory rights. Please contact us for more details.

Please note a handful of manufacturers include a warranty registration form in the box – don’t forget to complete this and send it off within the specified time period. If you have purchased a Laptop or PC for commercial use (such as hotel or nursing home) please be aware that most manufacturers only provide a warranty for domestic use. Please refer to our Commercial Terms for more information

For many products you can extend your warranty and support cover for up to 5 years either at the time of order or within the period of the manufacturer’s warranty. These terms do not affect to your statutory rights.

 

Terms & Conditions – I.T. Support

Please download our IT Support – Terms and conditions.