Terms
and Conditions
Please
read these terms and conditions carefully.
If you are
unsure of your rights or responsibilities under
them or you would like an explanation of any of
them, please contact our Customer Services team
today Free on 0800 505 3210†.
†Lines open 0900 -
1700, Mon - Fri
Please click
on the following links or scroll down to read our
Terms of Business:
Terms
of Business for Connect CPS/Line Services*
* (Connect Cheaper Call Charges/Line Rental
or 'Calls & Lines')
Terms
of Business for Connect CPS/Line Services
This agreement is made between
4tel Communications Limited (‘4tel’)
and the Customer whose details are set out on the
Order and is subject to these terms and conditions.
1. Interpretation
1.1 In this Agreement unless the context otherwise
requires:
Agreement means this contract including
any attached schedules and any variation made to
it in accordance with Clause 19;
Commitment Date means any date
specified overleaf or on any attached sheets for
any particular Service before which the Customer
may not cancel the supply of that Service;
4tel means 4tel Communications
Limited together with any subcontractors which 4tel
Communications Limited may employ;
Service(s) means the telecommunications
services detailed in Clause 23 or any subset thereof.
Words in the singular include the plural and vice
versa.
2. Provision of Services
2.1 All Orders accepted at our discretion. 4tel
reserves the right to refuse an application for
Service at any time.
2.2 Subject to acceptance 4tel shall provide the
Services on the terms and conditions of this Agreement.
2.3 4tel shall exercise reasonable care and skill
of a competent telecommunication service provider
in the performance of its obligations under this
Agreement.
2.4 For operational reasons 4tel may vary the functions
of the Services time and will use all reasonable
efforts to notify the Customer of any necessary
change in the Services.
2.5 It is technically impracticable to provide the
Services free of faults and 4tel does not undertake
to do so. 4tel will however use reasonable endeavours
to remedy any failure of the Services as soon as
reasonably practicable.
3. Ordering
3.1 The Customer may order new Services or expansion
of existing Services from time to time. Any such
order will only be deemed to have been accepted
by 4tel and be incorporated into this Agreement
when 4tel notifies the customer in writing of such
order being accepted.
4. Suspension
4.1 4tel may at any time:
(a) temporarily suspend the Services due to a material
breach or persistent breaches of this Agreement
(including a failure to pay any sums due in accordance
with Clause 10). In addition if you go over your
credit limit, we may demand that you pay your outstanding
balance immediately, or we may suspend the service.
If we suspend your service, you'll still be responsible
for all charges you run up, including those over
your credit limit.
(b) temporarily suspend the Services for repair,
maintenance or improvement of any of its systems
wherever located;
(c) give instructions about the use of the Services
which it considers reasonably necessary in the interests
of safety, or of the quality of Services to its
other customers; BUT before doing any of these things
4tel will give as much written or oral notice as
is reasonably practicable in the circumstances and
will restore the Services as soon as reasonably
practicable after such temporary suspension.
5. Equipment
5.1 In the event that 4tel wish to install equipment
to facilitate provision of the Services the Customer
shall, at its own expense, in advance of installation:
(a) obtain all necessary consents including landlord
and other buildings consents;
(b) provide a suitable environment including all
necessary trunking, conduits and cable ducts;
(c) provide any necessary electricity supply;
(d) carry out all necessary preparatory work including
the removal of all floor coverings and make good
any such work.
5.2 Any equipment sited at the Customers premises
for the provision of the Services shall remain the
property of 4tel at all times. The Customer shall
be liable for any damage to such equipment howsoever
incurred other than normal wear and tear.
6. Access
6.1 The Customer must allow anyone accredited by
4tel, on production of official evidence of identity
and authority, reasonable access to its premises
at reasonable times for the purposes of this Agreement
and, where necessary, the Customer must obtain the
permission of any other person if such permission
is required. 4tel will try to comply with the Customers
reasonable requirements as to the safety of people
on the Customers premises.
7. Forecasting
7.1 4tel may require the Customer to provide forecasts
of traffic and/or the use of the Services in any
format it may reasonably require and not more than
once each month. The Customer will make such forecasts
available to 4tel within 14 days of 4tel’s
request.
8. Obligations of 4tel
8.1 4tel will use reasonable endeavours to supply
the Services to the Customer by any date agreed
in writing.
8.2 In the event of a fault arising with the Services
then 4tel will follow the procedures set out in
Clause 24 in relation to fault handling
9. Charges
9.1 The Customer shall be billed monthly in advance
for any recurring charges for the Services whereas
charges for calls will be billed monthly in arrears.
Any one-off charges or connection charges shall
be billed on the appropriate Service first being
made available to the Customer.
9.2 In the absence of any obvious error, the records
of calls collected by 4tel will be deemed to be
conclusive.
9.3 The Customer is responsible for all charges
for the Services supplied to it under this Agreement,
whether used by employees of the Customer or any
other person with or without the Customers permission.
9.4 Unless otherwise stated on the Order charges
will be calculated by reference to the rates for
those Services shown in the 4tel Connect Standard
Price List. 4tel reserves the right to update its
standard price list for the Services from time to
time, a copy of which will be supplied to the Customer
on request.
10. Payment
10.1 The Customer must pay the charges (without
deductions) for the Services within 14 days of the
date of any bill issued by 4tel.
10.2 Unless otherwise stated all rates and prices
are exclusive of value added tax which, where applicable,
will be added to the Customers bill at the prevailing
rate.
10.3 4tel reserves the right to charge the Customer
interest at the rate of 2% over the base rate of
Barclays Bank PLC from time to time for bills which
are not paid by the due date as stated in clause
10.1.
10.4 4tel may from time to time limit the amount
of credit which it advances the Customer and 4tel
may require the Customer to pay a deposit, make
payments on account or provide some other form of
guarantee (all of which to be determined by 4tel
at its absolute discretion) as security for future
charges.
11. Misuse of the Services
11.1 The Customer must not use or permit anyone
else to use the Services:
(a) to send a message or communication which is
offensive, abusive, indecent, defamatory, obscene
or menacing;
(b) for any fraudulent, illegal or immoral purposes;
(c) other than in accordance with instructions issued
by 4tel under paragraph 4(b);
(d) to cause annoyance, inconvenience or needless
anxiety. If 4tel suspends the Services for contravention
of this Clause 11 it can refuse to restore it until
it receives an acceptable assurance from the Customer
that there will be no further contravention.
12. Indemnity
12.1 The Customer indemnifies 4tel against any claims
or legal proceedings (including damages, costs and
expenses) arising solely from the Customers use
of the Services which are brought or threatened
against 4tel by any third party.
13. Security
13.1 In order to access the Services, 4tel may provide
the Customer with a set of passwords. The Customer
is responsible for the security and proper use of
all passwords relating to the Services and must
keep them confidential and must not disclose them
to any third party.
13.2 The Customer must inform 4tel immediately if
it suspects that any password in relation to the
Services has become known to someone who is not
authorized to use it.
13.3 If 4tel suspects that there is likely to be
a breach of security or a misuse of the Services
it may change the Customers password and notify
the Customer accordingly.
14. Intellectual Property Rights
14.1 Where software is supplied to enable the Customer
to use the Services 4tel grants the Customer a non-exclusive,
non-transferable licence to use the software for
that purpose only .
14.2 The Customer shall not copy, modify, reverse
engineer, decompile or otherwise endeavour to obtain
the source code of the software except to the extent
permitted by law.
14.3 All intellectual property rights in the software
shall remain the property of 4tel or its licensors.
14.4 The Customer shall sign any agreement required
by the owner of the intellectual property rights
in the software to protect such rights.
15. Confidentiality
15.1 The parties will keep in confidence any information
of a confidential nature obtained under this Agreement
(whether written or oral), including but not limited
to the prices payable by the Customer for the Services,
and will not disclose such confidential information
to any person (other than their employees who need
to know the information for the purpose of this
Agreement and who are under a duty of confidentiality
equivalent to this Clause 15) without the prior
written consent of the other party.
15.2 This Clause 15 will not apply to:
(a) any information which has been published other
than through a breach of this Agreement;
(b) information lawfully in the possession of the
recipient before the disclosure under this Agreement
took place;
(c) information obtained through a third party who
is free to disclose it; and
(d) information which a party is required by law
to disclose.
16. Limitation of Liability
16.1 4tel does not exclude or limit its liability
for personal injury or death caused by its negligence
and paragraphs 16.2, 16.3 and 16.4 do not apply
to such liability .
16.2 4tel will only be liable to the Customer for
claims made by it in writing within six months of
the date on which it becomes aware or ought reasonably
to have become aware of the grounds of such a claim.
16.3 Subject to Clause 16.2 above, 4tel’s
aggregate liability to the Customer in connection
with this Agreement whether in contract, tort (including
negligence) or otherwise shall be limited to £10,000
in respect of any single occurrence or series of
occurrences whether successive or concurrent in
any 12 month period.
16.4 Subject to Clause 16.2 above, 4tel shall not
be liable to the Customer in connection with this
Agreement whether in contract, tort (including negligence)
or otherwise for direct or indirect loss of profit,
business, anticipated savings or wasted expenditure
or for any indirect or consequential loss, corruption
or destruction of data whether or not 4tel was advised
or aware of the possibility of such damages, losses
or expenses.
16.5 Each provision of this Clause 16 operates separately
and if any part is held by a court to be unreasonable
or inapplicable the other parts shall remain in
force.
17. Matters Beyond Either Parties Reasonable
Control
17.1 Neither party is liable for any breach of this
Agreement (other than the obligation to make payments
due under it) to the extent that the breach was
caused by a matter beyond its reasonable control
including insurrection or civil disorder, war or
military operation, national or local emergency,
acts or omissions of government, highway authority
or other competent authority, 4tel’s compliance
with any statutory obligation or any obligation
under a statute, industrial disputes of any kind
(whether or not involving 4tel employees), fire,
lightning, explosion, flood, subsidence, weather
of exceptional severity, or acts or omissions of
persons for whom it is not responsible (including
in particular other telecommunications services
providers).
18. Termination
18.1 Either party may terminate this Agreement with
immediate effect on written notice to the other
if the other:
(a) commits a material breach or persistent breaches
of this Agreement (including a failure to pay any
sums due under this Agreement) and, where such breach
is capable of being remedied, has failed to do so
within 14 days of written notice to do so;
(b) is subject to bankruptcy or insolvency proceedings
or , in Scotland, sequestration proceedings, becomes
insolvent, makes any composition or arrangement
with or assignment for the benefit of its creditors,
or goes into either voluntary (otherwise than for
reconstruction or amalgamation) or compulsory liquidation,
or a receiver or administrator is appointed over
its assets.
18.2 4tel may (without losing or reducing any other
right or remedy) suspend the Services (in whole
or in part) temporarily without notice if:
(a) within 14 days of a written demand being sent,
the Customer fails to pay any charges due to 4tel
under this Agreement or any other agreement you
have entered into with 4tel; or
(b) the Services are used in breach of Clause 11.
18.3 4tel may terminate this Agreement with immediate
effect on written notice in order to comply with
a decision or action of a competent regulatory authority.
18.4 This Agreement shall have an initial Term of
12 months with the exception of Customers transferring
service from their current supplier (e.g. BT, TalkTalk)
choosing the ‘30 Day’ contract option.
Any New Lines provided by 4tel shall carry an initial
Term of 12 months.
The Customer may terminate this Agreement by giving
30 days written notice to 4tel, such notice to expire
on or after the initial Term. If
a Customer wishes to end this Agreement before the
end of the initial Term, 4tel shall be entitled
to charge the Customer fees which would have been
payable by the Customer for the balance of the initial
Term. 4tel shall also be entitled to charge an early
termination fee. For details of the current early
termination fee please contact the 4tel Sales department.
4tel may terminate this Agreement
with immediate effect on giving no less than 90
days written notice to the Customer.
18.5 Any particular Service or part thereof which
carries recurring charges or has minimum call volumes
associated with it must be purchased by the Customer
at least until the Commitment Date for that particular
Service or part thereof.
18.6 On termination all charges incurred up to the
date of termination shall become immediately due
and payable.
18.7 On termination of this Agreement (for whatever
reason) Clauses 1, 9.3, 12, 15, 16, 17, 18 and 20
shall remain in force.
18.8 The waiver or failure by 4tel to exercise in
any respect any right or remedy provided under this
Agreement shall not be deemed to be a waiver of
any further right or remedy under this Agreement.
19. Changes to this Agreement
19.1 This Agreement, other than the charges payable
under it, may only be modified by a document in
writing which refers explicitly to this Clause 19
and is signed by both the Customer and 4tel.
20. Entire Agreement
20.1 This Agreement comprising these terms and conditions,
the information set out overleaf and any attached
sheets sets out the entire agreement and understanding
between the parties and supersedes all prior agreements,
understandings or arrangements in respect of the
subject matter of this Agreement. The parties acknowledge
and agree that:
(a) they have not been induced to enter into this
Agreement by any representations, warranty or other
assurance not expressly incorporated in it;
(b) their sole remedies in connection with this
Agreement are those for breach of contract and all
other remedies are excluded; and
(c) this Clause 20 does not apply in relation to
fraudulent representations.
21. Notices
21.1 A notice given under this Agreement must be
in writing and may be delivered by hand or sent
by facsimile or post to the addressee at the following
addresses:
(a) To 4tel Communications Limited, 1st Floor, Carrick
Business Centre, Commercial Road, PENRYN. TR10 8AR
(b) To the Customer at the address of your registered
office or such other address as you advise to us
in writing from time to time.
22. Assignment
22.1 The Customer must not assign or otherwise transfer
any of its rights or obligations under this Agreement.
23. The Services
23.1 Indirect Access
An outbound telephony service whereby the Customer
adds a specified prefix in the form 1345 to each
call and such call is routed by BT to the 4tel network.
4tel will route such call to the destination specified.
23.2 Carrier Pre-Select (Connect CPS)
An outbound telephony service whereby the BT local
exchange adds a specified prefix to each call and
such call is routed by BT to the 4tel network. 4tel
will route such call to the destination specified.
23.3 Line Rental (Connect ‘Calls & Lines’)
23.3.1 4tel will provide the customer with the ability
to make or receive calls (or both) over BT Analogue
exchange lines terminating on Network Telephony
Terminating Point (NTTP) or Network Telephony Equipment
(NTE).
23.3.2 ‘Calls & Lines’ will only
be made available where the customer uses the Connect
CPS service for the telephone number associated
with the exchange line.
23.3.3 Calls carried via Connect CPS will be billed
at the agreed tariff.
23.3.4 Calls that are carried entirely over the
BT system will be charged at no more than the standard
BT retail rates.
23.3.5 The customer has no right to sell or agree
to transfer the telephone number provided.
24. Fault Handling
24.1 In the event of a fault affecting service 4tel
will respond within 24 hours of the Customer reporting
such fault to the Faults Department on 08000 388
988.
If the fault is not cleared within the response
time, a full progress report will be given by telephone.
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