1. SERVICE
This agreement covers the provision by Linctel Ltd to you of our standard outbound business telecoms services. We may vary how these services are provided if we need to maintain or improve their quality or to comply with any law or regulation.
2. DURATION
Either of us may end this agreement:-
by giving the other not less than 30 days written notice or such other period set out in the application form:
immediately if the other has broken a term of this agreement and, after written notice, has not corrected the breach within 14 days: or
immediately if the other stops trading or is likely to become insolvent or be wound up.
At the end of this agreement you must immediately pay us all sums owing to us and return any of our equipment you have.
3. CHARGES
We will bill you for calls made in accordance with the prices in our price lists from time to time. Your bill will be calculated using data recorded by us and not from your own records. We may change our prices, but will aim to inform you 14 days in advance of any change we are making.
Any special charges are set out in the application form. Unless we indicate otherwise, our charges are quoted without VAT which shall be charged and payable by you at the prevailing rate.
We will send you bills for calls made after the end of each month. We bill any rental charges in advance (if applicable). You agree to pay our bills within 14 days of the invoice date. If you are late paying us, we may charge you interest at the rate of 3% over the base rate of the National Westminster Bank plc on the outstanding amount from the date the amount was due until we receive full payment whether or not this agreement has ended.
We may at any time ask you for a deposit as security for our charges.
4. RESPONSIBILITIES
We agree to provide you with the services you have requested in the application form subject to the provisions of this agreement.
You agree to use the services in accordance with this agreement, any instructions given by us from time to time and any laws, regulations and licences which apply to the use by you of the services and you agree to ensure that the equipment used by you to obtain access to the services conforms with these laws, regulations and licences.
You agree not to use the services to transmit any material which may be abusive, offensive, obscene, indecent, menacing, defamatory or which might cause annoyance, inconvenience or needless anxiety to anyone or to commit a fraud or other criminal offence.
We may end this agreement without giving you notice if you do not comply with your responsibilities set out in these paragraphs.
5. EQUIPMENT
If we supply you with any equipment we may charge you in accordance with our price list from time to time.
6. REPAIRS
We will aim to give you at least 5 days notice before carrying out any maintenance of the services that may affect you. We will use our reasonable endeavours to correct any defect or fault in the services that you notify us of as soon as possible.
7. SUSPENSION OF SERVICE
We may suspend the service:-
to provide or safeguard any service to any emergency, rescue or other essential service or otherwise in a local or national emergency;
to comply with a request for instruction from a government or other competent authority;
to maintain the quality of the services;
if we reasonably believe that you will fail to pay any amount due to us (whether or not we have issued you a bill);
if an event beyond our reasonable control occurs; or if you break the terms of this agreement.
8. LIABILITY
Neither of us shall have to compensate the other for any event beyond the others reasonable control. In this agreement, ‘beyond reasonable control’ includes any act of God, power failure or shortage, employee dispute, act or omission of government highway authorities, other telecommunication operators or their equipment including access lines, war, military operation, riot or delay or failure in manufacture, production or supply of equipment by third parties.
We will not have to compensate you for any harm to your business, lost revenues, loss of anticipated savings, lost profits or other indirect, consequential or special losses nor for any charges incurred by you with another carrier.
We do not limit our liability for death or personal injury resulting from our negligence.
9. GENERAL
You may not transfer this agreement or any rights under it without our prior consent in writing.
If any provision of this agreement shall be invalid or unenforceable the remaining conditions shall continue to apply.
This agreement and the documents referred to in it contains the entire agreement between us. Any variation to this agreement (other than changes made in accordance with this agreement) shall be signed by both of us in writing. If there is any inconsistency between this agreement and an application form, the application form shall take precedence. Any failure by either of us to enforce any right shall not be deemed a waiver of any such right. This agreement is governed by English Law.