Schedule 3 Telephone Services Terms

Schedule 3 Telephone Services Terms

1. Services and Defined Terms

The Services Service Provider supply to you, the Customer are those Services which you have elected to receive as set out in the Master Service Agreement or which you have subsequently ordered in writing and we have agreed to supply, as outlined in the Customer Sales Order. These may include (but are not limited to):

  • the ability to make or receive a Call (telephone service)
  • the provision of a Line or Lines for a rental charge (line rental service)
  • the provision of broadband internet access (broadband service)
  • any other Services which we may offer for sale from time to time.

In providing the Services we promise to use the reasonable skill and care of a competent communications service provider.

1.1 "Agreement" means the contract between you and us which consists of the Service Agreement, these Conditions for Communications Services and any further conditions relating to specific Services;

1.2 "BT" means British Telecommunications plc;

1.3 "Call" means a signal, message or communication which is silent, spoken or visual on each line that we agree to provide to you under this agreement;

1.4 "Commencement Date" means the date upon which Service Provider begins to provide a service, not the date on which the "Service Agreement" is signed;

1.5 "Line" means a connection to our network or that of our suppliers, whether direct or indirect;

1.6 "Minimum Period" means the period of service as shown on the service agreement you have signed;

1.7 "Service" or "Services" means all or part of the Services explained in clause 1 or identified in the service agreement and any related services that we agree to provide to you under this agreement;

1.8 "Customer Sales Order" means the document you sign when you first become our customer detailing, amongst other things, the Services you wish to receive, the minimum period you wish to receive the services for and the tariff at which you will be charged and which forms part of this Agreement;

1.9 "The Tariff" means the Service Provider tariff which forms part of the Service Agreement as signed by you for the services you require and as amended from time to time under clause 14.2 below;

1.10 "we" and "us" means Service Provider Ltd;

1.11 "you" means the customer we make this Agreement with. It includes a person who we reasonably believe is acting with the customer's authority or knowledge. These Terms and Conditions apply to new and existing customers and are effective from 23rd May 2005 or the date of the Service Agreement, whichever is the earlier.

2. Changes and interruptions to the Services

2.1 We may have to do some things that could affect the Services. These things are listed in clause 2.2. If we have to interrupt the Services we will restore them as quickly as we can.

2.2 Occasionally we may have to:
a) Change the code or phone number or the technical specification of the Services for operational reasons;
b) Interrupt the Services for operational reasons or because of an emergency;
c) Give you instructions that we believe are necessary for health or safety or for the quality of the Services that we supply to you or to our other customers.

3. Telephone numbers

You have no right to sell or to agree to transfer the number(s) provided to you for use with the Services and you must not try to do so.

4. Telephone books and directory enquiries

4.1 We will put your name, address and the telephone number(s) for the Services in The phone book published by BT for your area and make your phone number available to BT’s directory enquiries database, as soon as we can. However, we will not do so if you ask us not to.

4.2 If you want a special entry in the telephone book you must let us know. Where we agree to a special entry you must pay an extra charge and sign a separate agreement for that entry.

5. Call monitoring

We may occasionally monitor and record calls made to or by us relating to customer services and telemarketing. We do this for training purposes and to improve the quality of our customer services, including complaint handling.

6. Use of your information

6.1 We will use the information we have about you and your use of the Services for marketing purposes. However, we will not do so if you ask us not to.

6.2 For your information we process your billing data and information about your use of Service Provider' service (this includes information about your bill size, the numbers you call and the times you call) for marketing our own telecommunications products and services. This allows us to better inform you about products, services, pricing packages and special offers which we provide and which we believe may be of particular interest to you.

6.3 We need your consent to continue to give you all the benefits that this processing provides and will assume we have it, unless you tell us otherwise by writing to us at our Registered office, or any other address we give you.

7. Commencement of the Services

We will use all reasonable endeavours to provide you with the Services by the date we agree with you and to continue to do so until this Agreement is terminated. However we will not be liable for any form of compensation should the Services not commence on the agreed date or should they be interrupted from time to time.

8. Repairing faults

8.1 We cannot guarantee that the Service will never be faulty.

8.2 We will work on any fault that is reported to us according to our fault procedures for the Service in question (which are available on request).

8.3 When we agree to work on a fault outside the hours covered by our fault procedures, you must pay us an extra charge according to our tariffs in force at the time.

8.4 If you tell us there is a fault in a Service and we find either that there is not or that someone at your premises has caused the fault, we may charge you for any work we have done to try to find the fault or to repair it.

Your Obligations

9. Paying our charges for the Services

9.1 Charges: You must pay the charges for the Services according to the tariff which we have agreed with you. This applies whether you use the Services or someone else does and whether the Services are used with your full knowledge and consent or otherwise. We can change the charges as explained in clause 14.2. This means by way of example but not by way of limitation that you are liable to pay for all calls made as a result of “Rogue Diallers” and unbarred premium rate numbers.)

9.2 Invoices: We will send you your first invoice at the beginning of the month after the Services commence and thereafter on a monthly basis, but we may send you an invoice at any time. We will include all charges on the next invoice where possible, and in any event as soon as we can. We will send all invoices and other correspondence to the address you ask us to.

9.3 Rental and Call Charges: You will incur charges from the time any part of a Service is used or received except in the case of Services subject to a periodic rental, in which case you will incur charges from the date the Service is ordered. We will usually ask you to pay the rental in advance and your first invoice will include both one month’s rental in advance and a charge for a part month’s rental from when the services went live up to the beginning of the first complete month, where appropriate. Call and other charges will be invoiced in arrears. We will calculate the charges for Calls using the details recorded by our network.

9.4 Payments in advance and deposits
a) We may ask you for a payment before one is normally due. This will not be more than our best estimate of your following month’s invoice.
b) We may ask for a deposit at any time, as security for payment of your invoices if it is reasonable for us to do so. Our procedures for deposits will be explained to you at the time.

9.5 Terms of payment: You must pay all charges and rental within the credit terms which we have agreed and deposits when we ask for them. Our standard credit terms are payment within 14 days of date of invoice by direct debit and these are the credit terms which will apply to this Agreement unless we have agreed otherwise in writing.

10. Your Responsibilities

10.1 Entry to your premises
a) If our engineers or sub-contractors have to enter your premises you must let them do so within normal working hours or otherwise if agreed with you in advance. We will meet your reasonable requirements about the safety of people on your premises and you must do the same for us.
b) If we need someone else's permission to cross or put our equipment on their premises, you must get that agreement for us and make any necessary arrangements.
c) When our work is completed, you will also be responsible for putting items back and for any necessary redecorating.

10.2 Misuse of the Services
Nobody must use the Services:
a) to make abusive, defamatory, obscene, offensive, indecent, menacing, nuisance or hoax Calls or Calls in breach of privacy or any other rights;
b) to send, knowingly receive, upload, download, use or re-use material which is abusive, defamatory, obscene, offensive, indecent or menacing or in breach of copyright, privacy or any other rights;
c) fraudulently or in connection with a criminal offence or in a way which does not comply with the terms of any legislation; and you must make sure that this does not happen. The action we can take if this happens is explained in clause 13. If a claim is made against us because the Services are misused in this way, you must reimburse us in respect of any sums we are obliged to pay.

11. Indemnity

If you use the Services for business purposes, you must indemnify us against any claims that anyone (other than you) threatens or makes against us because the Services are faulty or cannot be used by them.

12. Line rentals

When we provide your Line rentals, Service Provider will route your calls through our chosen network. No other service provider may route these calls or attempt to, and if they do we reserve the right to bar these calls. The use of IDA (Indirect Dialling Access) codes or equipment is expressly prohibited.

13. Breach of the Agreement

If we suspend the Services due to your breach of this Agreement, the Agreement will shall continue and you shall be liable to pay any remaining rental sums due under the term of the contract.

14. Amendments to Services and this Agreement

14.1 General: If you ask us to make any change to the Services we will ask you to confirm your request in writing. No action will be taken by us to carry out the change until we have received your written confirmation. If we agree to a change, this Agreement will be changed when we confirm the change to you in writing.

14.2 Conditions: We can change the conditions of this Agreement including our charges at any time if we give you 14 days notice. We will notify you of any changes with your monthly invoice and on the Company website at least 2 weeks before they take place.

15. Assignment

You may not assign this Agreement or any part of it to any third party.

16. Cancellation before services are provided

You may cancel the Services or an individual Service within 14 days of signing this Agreement or of ordering the Service. However, if you have ordered the Service(s) for business use you must pay for any work we have undertaken or reimburse us for expenditure incurred.

17. Termination

17.1 This agreement or termination of individual services within the agreement can be ended by either party by giving the 90 days’ notice in writing provided that the end of the notice period coincides with the end of the Minimum Period

17.2 If we give you notice you must pay rental up to the end of that notice. If you give us notice, you must pay rental until 90 days from the date we receive your notice, or until the end of the notice if that is later.

17.3 If you give notice that terminates the agreement or any part of the agreement prior to the end of the Minimum Period (other than because we have materially altered the conditions of this Agreement) then we will levy a cancellation charge in accordance with the following:

  • Line rental/ADSL: number of months remaining on agreement multiplied by the monthly rental
  • Call Spend: number of months remaining on agreement multiplied by the monthly minimum spend, or where there is no monthly minimum spend, the number of months remaining on the agreement multiplied by the average call spend of the last 3 full months immediately prior to the notice being given.

17.4 If you have paid any rental for a period after the end of the Agreement, we will either repay it or put it towards any money you owe us.

17.5 You must pay all charges for the Services until the date on which we stop providing the Services to you.

17.6 We may terminate this agreement without notice if clause 13.1 applies.

18. Additional Termination Charges

18.1 If you fail to reach the annualised minimum monthly spend commitment as outlined in any agreed tariff plan or the service agreement we reserve the right to raise an invoice for the difference between achieved and committed spend in the month following expiry of the agreed term.

18.2 If notice is given during the term of the agreement and free install of ADSL and or line rental was given as part of the tariff or otherwise, then we reserve the right to impose a termination charge equal to the install cost divided by the number of the months in the term, multiplied by the number of months remaining in the term.