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”Airtime Service Provider” means a third party supplying airtime services to the Customer.
“Equipment” means any equipment or product (including for the avoidance of doubt mobile telephones) supplied by Solutions In Technology (IT) Ltd or any third party on behalf of Solutions In Technology (IT) Ltd to the Customer.
“Services” means the provision of telecom services and/or Equipment and/or Mobile Services.
2.1 Save as provided in these terms and conditions Solutions In Technology (IT) Ltd 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. Solutions In Technology (IT) Ltd shall only become liable to supply Services to the Customer once satisfactory responses to credit checks and criminal bureau checks have been received by Solutions In Technology (IT) Ltd and (where appropriate) any airtime service provider.
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 Solutions In Technology (IT) Ltd 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 Solutions In Technology (IT) Ltd it is likely to cause death, personal injury, damage or to impair the quality of any Services provided by Solutions In Technology (IT) Ltd.
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 Solutions In Technology (IT) Ltd’s acceptable use policy.
collection on the expiry or termination 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 Solutions In Technology (IT) Ltd in writing confirmation that the number is ready for service. Where Solutions In Technology (IT) Ltd is supplying network services as part of the Services the Customer must provide to Solutions In Technology (IT) Ltd details of all the related services that it wishes to receive relating to any telephone number that the Customer wishes to use. Solutions In Technology (IT) Ltd will provide network Services through such party as it deems appropriate.
2.8 The Customer shall give Solutions In Technology (IT) Ltd at least 30 days written notice in the event that above average use of the Services is likely to occur. Solutions In Technology (IT) Ltd shall not be liable for failure/withdrawal of any part of the Services should such notice not be given.
2.9 Solutions In Technology (IT) Ltd’s acceptable use policy and fair usage policy form part of this agreement and includes any restrictions imposed on Solutions In Technology (IT) Ltd by the provider to it of the Services and/or Equipment and is designed to protect the level and quality of the services that Solutions In Technology (IT) Ltd offers to all of its customers and permits Solutions In Technology (IT) Ltd to regulate the Customer’s use of the Services.
2.10 The Customer hereby specifically authorises Solutions In Technology (IT) Ltd to send/resend CPS during the continuance of this agreement, and hereby waives Solutions In Technology (IT) Ltd’s obligation to notify it of the same being done. If the Customer wishes to receive such notification then it must so inform Solutions In Technology (IT) Ltd in writing.
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. Solutions In Technology (IT) Ltd does not warrant that the software will be error–free and the Customer hereby agrees to make proper backups of all data.
3.1 This agreement shall commence on the date hereof and subject to the remaining terms of this Clause 3 shall continue for the agreed term until terminated by either party giving to the other not less than 30 days prior written notice (or such longer period of notice as is set out on the Customer’s contract) expiring at the end of the agreed term or at the end of any subsequent period after the agreed term, such notice is to be sent by recorded delivery mail effective on the date the notice is received by Solutions In Technology (IT) Ltd.
3.3.3 Solutions In Technology (IT) Ltd reasonably suspects that the Customer is unable to pay or is refusing to pay Solutions In Technology (IT) Ltd charges and/or budget plan payments.
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, Solutions In Technology (IT) Ltd 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 Solutions In Technology (IT) Ltd shall be entitled to raise invoices for all sums due and all invoices (whenever raised) shall become due for payment immediately.
3.7.2 and until such time as the Customer has transferred to a new provider, Solutions In Technology (IT) Ltd shall be entitled to amend its charges to its the standard published usage 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 Solutions In Technology (IT) Ltd levying its standard published usage charges for all Services used, which charges the Customer shall pay immediately upon demand.
4.1.1 the Customer shall allow or procure permission for Solutions In Technology (IT) Ltd and any other person(s) authorised by Solutions In Technology (IT) Ltd 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 Solutions In Technology (IT) Ltd reasonably requires and shall at all times provide such reasonable assistance as Solutions In Technology (IT) Ltd requests.
4.1.2 Solutions In Technology (IT) Ltd 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 Solutions In Technology (IT) Ltd carries out work outside its normal working hours the Customer will be responsible for Solutions In Technology (IT) Ltd’s reasonable additional charges.
4.1.3 the Customer shall carry out such site preparations as Solutions In Technology (IT) Ltd may reasonably require.
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, Solutions In Technology (IT) Ltd will charge for the work and the costs incurred.
4.3 The Customer hereby duly authorises Solutions In Technology (IT) Ltd,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 Solutions In Technology (IT) Ltd, Solutions In Technology (IT) Ltd 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.
days of the start of the provision of the Services. Where network connection and/or line rental services form part of the Services the charges shall be paid in advance.
5.2.1 Unless otherwise stated all other amounts due from the Customer to Solutions In Technology (IT) Ltd shall be paid within 7 days of the date of Solutions In Technology (IT) Ltd’s invoice.
5.3 The price for the Services is exclusive of any applicable value added tax, which the Customer shall be additionally liable to pay to Solutions In Technology (IT) Ltd.
5.4 The Customer agrees to pay Solutions In Technology (IT) Ltd in full without any set-off all sums due to Solutions In Technology (IT) Ltd under this Agreement.
5.5 Solutions In Technology (IT) Ltd 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.
5.6 The Customer authorises Solutions In Technology (IT) Ltd to vary the amount, frequency and time of any Direct Debit to such level as Solutions In Technology (IT) Ltd 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 Solutions In Technology (IT) Ltd and/or (c) to such other operational matter affecting the Services as Solutions In Technology (IT) Ltd shall in its discretion deem reasonable.
shall be a material breach of contract allowing Solutions In Technology (IT) Ltd to terminate this Agreement immediately.
5.8 Should the Customer have any dispute with regard to the usage charges or any other charges, the Customer shall give written notice to Solutions In Technology (IT) Ltd of the amount in dispute and the reason for the dispute. Such notice must be received prior to the Customer not paying any amount due to Solutions In Technology (IT) Ltd, 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 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.
or codes allocated to the Customer whether on a temporary or permanent basis provided that Solutions In Technology (IT) Ltd 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 Solutions In Technology (IT) Ltd 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 Solutions In Technology (IT) Ltd 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 Solutions In Technology (IT) Ltd 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 Solutions In Technology (IT) Ltd, whichever is the lower, then Solutions In Technology (IT) Ltd 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 Solutions In Technology (IT) Ltd shall deem to be reasonable. If payment is not made forthwith by the Customer, Solutions In Technology (IT) Ltd 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, Solutions In Technology (IT) Ltd 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 Solutions In Technology (IT) Ltd, sufficient to make provision of the Services viable for Solutions In Technology (IT) Ltd.
7.2 If the Services fails to operate or the Customer diverts traffic to another carrier, Solutions In Technology (IT) Ltd will not be responsible for that carrier’s charges.
other loss suffered by Solutions In Technology (IT) Ltd 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 is deemed a gateway.
regulatory bodies, other public telecommunication operators or other competent authority, or supply of services by third parties.
management of the airtime service agreement.
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 contract served at the date of the claim.
8.3 Solutions In Technology (IT) Ltd 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 Solutions In Technology (IT) Ltd against any such claw-back and immediately on demand pay to Solutions In Technology (IT) Ltd an amount equivalent to that clawed-back.
8.4 Where it is agreed that Solutions In Technology (IT) Ltd 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 Solutions In Technology (IT) Ltd such evidence as Solutions In Technology (IT) Ltd may reasonably require as to the continuation in force of the airtime service agreement.
8.6 Any Equipment supplied in connection with Mobile Services shall be supplied subject to these terms and conditions. Solutions In Technology (IT) Ltd 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.
9.1 Solutions In Technology (IT) Ltd reserves the right to change the provider of the Services to it at any time; further Solutions In Technology (IT) Ltd 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.sitgroup.co.uk), and continued use of the Services thereafter will be deemed acceptance of such changes.
or other intellectual property right (which shall include the Solutions In Technology (IT) Ltd 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 Solutions In Technology (IT) Ltd or varied orally and then confirmed in writing by Solutions In Technology (IT) Ltd. 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.