Phone calls - Terms and Conditions
'Act' means Telecommunications Act 1984 (as amended). 'Agreement' means agreement between the Customer and Resource Utilities Limited ('Resource'), entered into subject to these Terms and Conditions and the terms set out overleaf. 'Customer' means the person, firm or corporation specified overleaf. 'Service(s)' means the provision of voice/data telecommunications services to trunks/mobiles with the Calling Line Identities ('CLI') indicated overleaf.
1. The Service(s)
Resource undertakes to provide the Customer with the Service(s) requested overleaf and to take appropriate care in the provision, operation and maintenance of the Service(s).
2. Term
This Agreement shall come into full force and effect from the date of acceptance by Resource and shall continue until:
(i) determined by either party giving to the other not less than one month's prior written notice or:
(ii) terminated forthwith on Resource notice of a breach by the Customer of any of the Customer's obligations under this Agreement which are capable of remedy and are not remedied within 7 days of giving such notice.
3. Use of the Service(s)
(a) The Customer agrees and undertakes:
(i) to use the Service(s) in accordance with such conditions as may be notified to it in writing by Resource from time to time:
(ii) not to cause any attachments other than those approved for connections under the Act to be connected to the Service(s):
(iii) not to contravene the Act, relevant regulations or licences:
(iv) not to use the Service(s) for a purpose other than that for which the Service is provided and as may be set out from time to time in Resource's Service(s) literature:
(v) not to use the Service(s) for transmission of any material which is intended to be a hoax call to emergency services or is defamatory, offensive, abusive or menacing in character:
(vi) not to use the Service(s) in a manner which constitutes a violation or infringement of the rights of any other party:
(vii) to maintain its telecommunications apparatus at all times during the period of this Agreement in good working order and in conformation with the relevant standards:
(viii) to provide Resource with all such information it requests:
(b) The Customer shall indemnify Resource against all liabilities, claims, damages, losses and expenses arising directly from any breach of the undertakings contained in this Clause.
4. Access to Premises and Provision of Information
(a) The Customer shall permit or procure permission for Resource to have reasonable access to its premises and the Service's connection points.
(b) The Customer may be charged if it requests unnecessary maintenance or repair work.
5. Suspension of Service(s)
(a) Resource may at its sole discretion elect to suspend forthwith provision of the Service(s) without compensation on notifying the Customer either orally (confirming such notification in writing) or in writing in the event that:
(i) The Customer is in breach of a material term of this Agreement including for the purposes of this Agreement, its failure to pay Monies due to Resource on the due date.
(ii) Resource is obliged to comply with an order/request of the Government/emergency services organisation.
(b) Customer shall reimburse Resource for all reasonable costs and expenses incurred re. suspension and/or recommencement of the provision of the Service(s).
6. Liability
(a) In the event that the Service(s) fails to operate and the Customer diverts traffic to another carrier/supplier, Resource will not be responsible for that carrier/supplier's charges.
(b) Neither party shall be liable to the other in contract, tort or otherwise for any loss of business, contracts, anticipated savings or profits or for any other indirect or consequential loss whatsoever.
(c) Resource's liability in contract, tort or otherwise arising out of or in connection with the performance of its obligations under this Agreement shall be limited to £1,000 for any one incident or series of incidents and £5,000 in aggregate.
7. Charges and Payments
(a) Usage and other service charges will be at Resource's current price lists.
(b) The Customer shall be invoiced monthly and agrees to pay all charges and VAT by Direct Debit within 14 days of receipt of invoice.
(c) Resource reserves the right to charge an administration fee if the customer has cancelled his Direct Debit instruction or has insufficient funds in his bank account on the Direct Debit due date, without informing Resource in advance.
(d) Customers will be given written notice of price increases and decreases at least 14 days prior to any price amendments.
(e) Usage charges payable shall be calculated by reference to data recorded or logged by Resource and not by reference to any data recorded or logged by the Customer.
(f) Resource reserves the right to charge daily interest on amounts outstanding 14 days after invoice until payment in full is received, at a rate equal to 4% per annum above the Barclays Bank Plc Base Lending Rate. Interest shall continue to accrue after termination of this Agreement.
(g) All sums referred to in this Agreement are exclusive of Value Added Tax and any taxes of a similar nature.
8. Termination
Either party may terminate this Agreement forthwith in the event that a liquidator, trustee in bankruptcy, administrator, receiver and manager is appointed in respect of the assets and/or undertaking of the Customer or the Customer enters into an arrangement or composition with its creditors, or if the Customer becomes unable to pay its debts within the meaning of s123 of the Insolvency Act 1986.
9. Assignment
Resource may, but the Customer shall not, assign or delegate or otherwise deal with all or any of its rights and obligations under the Agreement.
10. General
(a) The Agreement represents the entire understanding between the parties and supersedes all other agreements and representations made by either party and this Agreement may only be modified if such modification is in writing and signed by a duly authorised representative of each party thereto.
(b) Any notice, invoice or other document given by Resource under this Agreement shall be deemed to have been duly given if left at or sent by post to the Customer's usual or last known place of abode/business, or if the Customer is a limited company, its registered office. Resource's address for Service of any notice under this Agreement shall be the address shown on last invoice rendered to the Customer.
(c) This Agreement shall be governed by and construed and interpreted in accordance with English law, and the parties hereby submit to the jurisdiction of the English courts.
Resource Utilities Limited, 3-9 Broomhill Road, London SW18 4JQ
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