Your privacy is important to us. It is linkupcomms' policy to respect your privacy regarding any information we may collect from you across our website, http://linkupcomms.com, and other sites we own and operate.
We only ask for personal information when we truly need it to provide a service to you. We collect it by fair and lawful means, with your knowledge and consent. We also let you know why we’re collecting it and how it will be used.
We only retain collected information for as long as necessary to provide you with your requested service. What data we store, we’ll protect within commercially acceptable means to prevent loss and theft, as well as unauthorised access, disclosure, copying, use or modification.
We don’t share any personally identifying information publicly or with third-parties, except when required to by law.
Our website may link to external sites that are not operated by us. Please be aware that we have no control over the content and practices of these sites, and cannot accept responsibility or liability for their respective privacy policies.
You are free to refuse our request for your personal information, with the understanding that we may be unable to provide you with some of your desired services.
Your continued use of our website will be regarded as acceptance of our practices around privacy and personal information. If you have any questions about how we handle user data and personal information, feel free to contact us.
This policy is effective as of 4 June 2019.
1.1 The following words have the following meaning:
“The Agreement” means these terms and conditions and the Customer Order Form.
“Linkup Comms & Data Ltd Designated Carrier Network” means the telecommunications network.
“BT” means British Telecommunications Plc.
“Customer” means the company, partnership, sole trader or other legal entity named in the Customer Order Form.
“Customer Order Form” means the accompanying document titled Customer Order Form containing details of the Customer and the Services.
“Data Services” means the Services relating to data as specified in the Customer Order Form.
“Equipment” means any Equipment supplied by Linkup Comms & Data Ltd to the Customer.
“Line Rental” means rental of the Customer’s ISDN or Analogue line(s) previously supplied by BT.
“Minimum Term” means the minimum term in the Customer Order Form or, where applicable, the term specified in a particular section of these terms and conditions.
“MLU Access” means the automatic insertion of the unique Linkup Comms & Data Ltd access code by a unit of Linkup Comms & Data Ltd.
“Network Services Plan” means the particular Network Services Plan specified in the Customer Order Form. “Owner” means Linkup Comms & Data Ltd.
“Preferred Commencement Date” means the preferred date on which that particular Service is due to commence.
“Services” means the services requested by the customer as particularised in the Customer Order Form.
“Site” means the place of business at which the Services and Equipment are to be provided as specified in the Agreement.
“SME” means small medium enterprise.
“Software” means any computer programme that was on the Equipment when supplied or that the Customer received separately.
1.2 Headings are inserted for the ease of reference only and do not affect the interpretation of this Agreement.
2. NETWORK SERVICES (INCLUDING LINE RENTAL)
2.1 If the customer migrates its call traffic from Linkup Comms & Data Ltd.’s network before the expiry of the notice, Linkup Comms & Data Ltd reserve its right to invoice an amount equal to the Customer’s average monthly gross profit multiplied by the number of months remaining in the Minimum Term
2.2 Linkup Comms & Data Ltd will charge the Customer at the prices set out in the Network Services Plan. (as amended by Linkup Comms & Data Ltd from time to time). Linkup Comms & Data Ltd will invoice the Customer monthly in arrears and the Customer must pay the charges by the fourteenth day after the date of invoice by Direct Debit (where the Customer fails to complete the direct debit form a monthly surcharge of £5 ex vat shall be added to the charges). If the Customer fails to make any payment within 14 days of the date of the invoice Linkup Comms & Data Ltd may require the Customer to pay all sums due under this Agreement on demand. The provision for interest on late payment will apply.
2.3 Linkup Comms & Data Ltd may at any time increase the charges by giving the Customer 30 day’s written notice or if less as much notice as reasonably possible in the circumstances.
2.4 Linkup Comms & Data Ltd may, on seven days written notice to the Customer, stipulate a reasonable monetary limit that will apply to all charges due or which may become due to Linkup Comms & Data Ltd from the Customer. If at any time the amount of charges payable to Linkup Comms & Data Ltd exceeds the stipulated monetary limit, Linkup Comms & Data Ltd will immediately notify the Customer and any amounts incurred in excess of the stipulated monetary limit will immediately become due and payable.
2.5 All calls made on Linkup Comms & Data Ltd tariffs are subject to 1p setup charge on local and national calls and 3p setup charge for all calls made to mobiles. Calls to international destinations are subject to a call set up fee.
2.6 All calls made on Linkup Comms & Data Ltd discount and saver tariffs are subject to 1p minimum call charge.
2.7 Inclusive or bundled call packages that include mobile destinations, the inclusive mobile allowance only includes calls to the main UK carriers (Vodafone, O2, EE, Three) calls to any other destination commencing 07 will be charged at the standard tariff rate.
2.8 The Customer agrees that signing this Agreement will terminate any prior network services/line rental Agreement. The customer authorises Linkup Comms & Data Ltd to use all information the Customer provides in order to liaise directly with another service provider. In signing this Agreement, the Customer agrees to take the network services/line rental services specified in the Customer Order Form or a minimum term of 24 months unless otherwise stated on Customer Order Form. If the customer wishes to terminate the network services/line rental services at the end of the minimum term written notice by recorded delivery must be provided to Linkup Comms & Data Ltd. Such written notice must be provided between 120 days and 90 days prior to expiry of the minimum term otherwise the network services/line rental services shall continue for a further period of Linkup Comms & Data Ltd.’s minimum term (24 months) or if longer the minimum term stated on the Customer Order Form. During any subsequent term following expiry of the minimum term the same notice provisions apply to terminate the network services/line rental services.
2.9 Linkup Comms & Data Ltd will invoice the Customer monthly in advance for the Line Rental and the Customer must pay the charges by direct debit by the fourteenth day after the invoice date (where the Customer fails to complete the direct debit form a monthly surcharge of £5 ex vat shall be added to the charges). If the customer fails to make any payment within this timeframe Linkup Comms & Data Ltd may require the Customer to pay all sums due under this Agreement on demand. The provision for interest on late payment below will apply.
2.10 On termination of this Agreement for any reason you will:
a. pay us all outstanding charges due under this Agreement;
b. co-operate with us in the removal of any of our Equipment from your premises
c. until such time as the you have transferred to a new provider; we shall be entitled to amend our charges to our standard published charges.
2.11 If this agreement ends before the Minimum Period or subsequent fixed period ends (other than as a result of force majeure or any breach of this Agreement by us) you will pay us:
a. the Monthly Rental Charges or Package Price which would have been payable if the agreement had not ended early;
b. in addition we may charge a disconnection fee of £159.00 ex vat for every line and channel whether the agreement has reached the full minimum period or not.
c. you agree to pay a compensation charge in respect of telephone call traffic, equal to four times the value of average monthly call billing during the term of this agreement up to and including the month of termination. If you are on a package which includes bundled minutes, the value is the average excess monthly call charges that are not included in your bundle.
2.12 Linkup Comms & Data Ltd may at any time change the Linkup Comms & Data Ltd Designated Carrier Network, the Services or any Equipment if it needs to do so to comply with any applicable safety or other statutory requirements; or where the change does not materially detract from the quality or performance of the Services. Linkup Comms & Data Ltd will pay for any change to the Linkup Comms & Data Ltd Designated Carrier Network, Services or Equipment made under this clause.
2.13 In the event that the Customer requests Linkup Comms & Data Ltd to cancel any network transfer or line work order being processed on behalf of the Customer an administration fee of £159 ex vat per line or channel will be charged by Linkup Comms & Data Ltd to the Customer to be paid within 14 days of the cancellation request being made. If the Customer defers or delays their network transfer or line work order Linkup Comms & Data Ltd reserves the right to charge an administration fee of £159 ex vat to be paid within 14 days of the request for deferment or delay by the Customer.
2.14 The Customer is solely responsible for all and any imported BT Openreach charges that relate to faults, equipment used by BT engineers, missed appointments, engineer visits or any other charges that BT Openreach may make.
2.15 All and any charges relating to line rental are normally charged in a timely manner; however, Linkup Comms & Data Ltd reserves the right where necessary to apply and charge the Customer backdated line rental or other charges. The customer is responsible for the payment of these charges in line with their current payment conditions.
2.16 The below only applies to SME’s with <10 employees:
a. Automatically Renewable Contracts – these do not apply to you. Once you have completed the minimum term of your contract and wish to cancel, you would need to provide 90 days written notice by recorded delivery of your notice to transfer your services or cancel your contract.
b. If you are in the process of transferring your services and have 10 days or more before the transfer date, then you can request that we cancel the transfer. We will act upon this as per your instruction. You will be
subject to cancellation charges for the services stated on your contract as per section 2.11 (b) £159.00 ex vat per line or channel.
3. MOBILE SERVICES AGREEMENT
3.1 Under the terms of the agreement the Customer may be supplied with a number of cellular connections (lines) at different times at the Customer’s own request. Each supply will be for a minimum of 13 months from the date of the order and, subject to any other right of termination under the Agreement, may only be terminated by giving 90 days’ notice in writing not to expire before the end of the minimum term.
3.2 Where Linkup Comms & Data Ltd has provided further equipment in respect of any line at a subsidised price (upgrade) or financial support in lieu of equipment (upgrade support) then the minimum term that relates to that line is extended by a further period equal to the minimum term from the date of supply of the upgrade or upgrade support. 3.3 If the Customer terminates the Agreement in breach of these terms and conditions the Customer will be obliged to pay the monthly access charges in relation to each line supplied until the earliest date that the Customer would have been entitled to end each supply.
3.4 When this agreement is terminated Linkup Comms & Data Ltd will disconnect the Customer from the network and it must pay all charges owed to Linkup Comms & Data Ltd under the Agreement.
3.5 The Customer will be charged for all use of the lines supplied including;
a. A monthly access charge which is payable one month in advance, together with payment for any extra services which Linkup Comms & Data Ltd is providing to the Customer;
b. Call charges for all calls made in the previous month according to the Linkup Comms & Data Ltd tariff which the Customer has chosen;
c. In the event that the Customer chooses to use the telephone abroad, these charges will include all incoming calls that the Customer receives during that period.
3.6 The Customer must pay all invoices issued by Linkup Comms & Data Ltd within14 days of the date of invoice by Direct Debit (where the Customer fails to complete the direct debit form a monthly surcharge of £5 ex vat shall be added to the charges). If the Customer fails to make any payment within 14 days of the date of invoice Linkup Comms & Data Ltd may require the Customer to pay all sums due under this Agreement on demand. The provision for interest on late payment will apply.
3.7 If the network provider exercises any right against Linkup Comms & Data Ltd to withhold or claw-back payments made by the network operator to Linkup Comms & Data Ltd, Linkup Comms & Data Ltd shall be entitled to charge, claw-back or adjust payments, tariffs or discounts made or given by Linkup Comms & Data Ltd to the Customer to the extent that they are based upon payments from the network operator.
3.8 If any cellular connection is not being used for commercial purposes then Linkup Comms & Data Ltd shall be entitled to charge, claw-back or adjust any payments, tariffs or discounts made or given in respect of that connection.
3.9 In the event that the Customer wishes to change its mobile services supplier after the relevant minimum term has expired, Linkup Comms & Data Ltd will arrange for the transfer of the telephone number to the new supplier providing that the customer has given the appropriate period of notice to terminate that supply and upon the payment of a reasonable administration fee and upon all sums due to Linkup Comms & Data Ltd under this Agreement being paid up to date, together with the payment of a deposit in respect of unbilled calls.
4. DATA SERVICES
4.1 Linkup Comms & Data Ltd shall provide the Data Services to the Customer according to the terms of the Agreement. A Minimum Term Applies.
4.2 Linkup Comms & Data Ltd may obtain telecommunication services from a carrier in order to supply the Data Services to the Customer. Linkup Comms & Data Ltd have the right to change the data provider at any time.
4.3 The Customer accepts that it may not be able to receive the Data Services due to certain technical restrictions. If such technical restrictions are discovered after the date of the Agreement, Linkup Comms & Data Ltd shall have the right to immediately terminate the Agreement in whole or in part without prejudice to any of its rights under the Agreement.
4.4 Linkup Comms & Data Ltd shall provide the Customer with the Data Services in exchange for the charges set out in this Agreement. Unless otherwise agreed in writing, the charges shall be payable monthly in advance from the start of the Minimum Term. Payment must be by Direct Debit and will be due 14 days after the invoice date (where the customer fails to complete the direct debit form a monthly surcharge of £5 ex vat shall be added to the charges). The provision for interest on late payment below will apply.
4.5 Any installation fees associated with the Data Services shall be payable within 14 days of the date of which they are invoiced.
4.6 All fees are subject to change from time to time in the event that the carrier increases its fees to Linkup Comms & Data Ltd. Details of any such increase shall be provided to the customer as soon as reasonably possible.
4.7 If the customer wishes to terminate the Agreement at the end of the minimum term written notice by recorded delivery must be provided to Linkup Comms & Data Ltd. Such written notice must be provided between 120 days and 90 days prior to expiry of the minimum term otherwise the data services shall continue for a further period of Linkup Comms & Data Ltd.’s minimum term (24 months) or if longer the minimum term stated on the Customer Order Form (“Rollover term”). During any subsequent term following expiry of the minimum term the same notice provisions apply to terminate the data services. If the Customer terminates the Agreement before the end of the Minimum Term or Rollover Term Linkup Comms & Data Ltd shall be entitled to charge the customer the charges that would have been payable for the balance of the Minimum Term or Rollover Term.
4.8 If the customer moves from the Site(s), Linkup Comms & Data Ltd shall be entitled to charge the fees that would have been payable by the customer for the balance of the Minimum Term. If the customer wishes to receive the Data Services at a new Site(s), it may be required by Linkup Comms & Data Ltd to start a new Agreement. 4.9 Nothing in the Data Services sections of the Agreement shall affect the parties’ rights of termination or after termination in the general provisions of the Agreement.
4.10 Linkup Comms & Data Ltd may at any time change the data Services or any Equipment if it needs to do so to comply with any applicable safety or other statutory requirements; or where the change does not materially detract from the quality or performance of the data Services. Linkup Comms & Data Ltd will pay for any change to the Linkup Comms & Data Ltd Designated Carrier Network, data Services or Equipment made under this clause.
4.11 Any unlimited services provided are subject to a fair usage policy of 40gb per month. You will be liable to pay for any usage above this up to £2 ex vat per excess gb used.
4.12 If you are subject to a monthly data limit and you exceed this then you will be liable to pay for any usage above this up to £2 ex vat per excess gb used.
4.13 Linkup Comms & Data Ltd will always charge the customer a broadband disconnection fee of £45 ex vat.
5. SALES AND MAINTENANCE AGREEMENTS
5.1 The customer shall pay 40% or £500 ex vat (whichever is the greater) in respect to the order value on signing the Agreement and 60% on the installation date. Payment shall be due on receipt of the invoice.
5.2 The period of maintenance will start on the Preferred Commencement Date. It will continue for the Minimum Term and then from year to year until terminated at any time by either party giving the other not less than 120 days written notice prior to the anniversary date such notice to be sent by Recorded Delivery. 5.3 The customer must pay all Linkup Comms & Data Ltd invoices for maintenance by direct debit within 14 days of the invoice date, which will be before the period of cover starts (Where the customer fails to complete the direct debit form a monthly surcharge of £5 ex vat shall be added to the charges). Linkup Comms & Data Ltd shall have the right to stop servicing the Equipment if the Customer does not pay on time.
5.4 Linkup Comms & Data Ltd may from time to time increase the charge for maintenance to account for cost increases. If this increase exceeds 10%, the Customer may by writing to Linkup Comms & Data Ltd within 30 days of the invoice for the increased price terminate the Agreement. Customers will not be allowed to terminate the Agreement if the increase has resulted from additions made to the system.
5.5 Ownership of the Equipment shall remain with Linkup Comms & Data Ltd unless it is paid for in full by the Customer. Until that time the Customer will hold it as Linkup Comms & Data Ltd.’s fiduciary agent and bailee. The Customer must keep the Equipment separate from other equipment and it must be properly stored, protected, insured and identified as Linkup Comms & Data Ltd.’s property. The Customer is not permitted to sell the Equipment and Linkup Comms & Data Ltd can insist on its return.
5.6 On expiry of Linkup Comms & Data Ltd associated lease agreements, the leased system(s) become(s) the property of Linkup Comms & Data Ltd. An invoice will be raised for secondary rental or title of the Equipment unless the Equipment is returned to Linkup Comms & Data Ltd at Churchgate House, Churchgate, Bolton BL1 1HL in good working condition by the customer within 30 days of the expiry of the lease.
5.7 If requested within the manufacturer’s warranty period, Linkup Comms & Data Ltd will replace faulty items free of charge with an identical model or one with similar capabilities. Linkup Comms & Data Ltd will do this only if Linkup Comms & Data Ltd supplied the Equipment to the Customer, the Equipment has been maintained only by Linkup Comms & Data Ltd, the Customer is not at fault and liability is not excluded.
5.8 Throughout the term of the Agreement Linkup Comms & Data Ltd shall ensure that the performance of the Equipment and the servicing meet the approved standard of the manufacturer including telephone technical support for maintenance, an engineer’s visit to Site when required, service of the central control unit and all
components within it, service of key phone instruments, service of Voicemail – auto attendant hardware* and headsets* (* only covered if stated in the Agreement). Linkup Comms & Data Ltd will endeavour to respond to reported faults within the level of service taken by the Customer but at no time will a failure by Linkup Comms & Data Ltd to do so be construed as a material breach of the Agreement. Maintenance will not cover failure due to changes to or disconnection from the approved system, failure of any supplies or connected services, changes in the environment, ancillary items including but not limited to answer phones, call loggers, payphones, public address systems, printers, external music on hold sources, system cabling and consumables unless otherwise agreed in writing and a force majeure event as defined in the Agreement. Any wilful or accidental damage caused to the Equipment will not be covered by any of the provisions of this Agreement. This would include, but is not limited to, any wilful or accidental damage caused by any liquids, or any damage caused by electrical faults, lightning strikes, floods or any other act of God. Normal wear and tear is not covered by this agreement.
5.9 If the Equipment is to be connected to the BT Network or other outside services, it is the Customer’s responsibility to arrange for provision of any required circuits. The Customer must pay all costs for circuit rentals, connection charges, inspections, commissioning and any other costs necessary to provide the services. Linkup Comms & Data Ltd shall not be responsible for any delays in the provision of services. Any such delay will not give the Customer the right to refuse installation of the Equipment or payment due to us. 5.10 After Linkup Comms & Data Ltd has installed the Equipment at the Site, our engineer will confirm to the Customer that the Equipment is working satisfactorily. When this is confirmed the Customer will be taken to have accepted the Equipment. Any warranties for the Equipment from the manufacturer will be passed to the Customer for 30 days.
5.11 The Customer must prepare the Site(s) in accordance with Linkup Comms & Data’s instructions so that any necessary Equipment can be installed. The Customer will meet the costs of preparing the Site(s). The Customer must provide adequate electricity supply and suitable earth connection for the operation of any Equipment to be installed at the Site(s) and, in the case of MLU Access, a designated carrier network test and termination point. The Customer must assist and co-operate with Linkup Comms & Data Ltd to enable Linkup Comms & Data Ltd to carry out its obligations under the Agreement including giving access to the Site(s) to install and maintain the Equipment. Linkup Comms & Data Ltd will normally carry out installation and maintenance work during normal working hours but May, on reasonable notice; require the Customer to provide access at other times. At the Customer's request Linkup Comms & Data Ltd may agree to work outside normal working hours but the Customer shall be liable for paying to Linkup Comms & Data Ltd any overtime charges for relevant staff.
5.12 Linkup Comms & Data Ltd shall attempt to install the Equipment at the Premises so that the Service can be provided on or before the Preferred Commencement Date agreed by Linkup Comms & Data Ltd. Any installation date shall be an estimate only and Linkup Comms & Data Ltd shall not be liable for any failure to meet such installation date. Should the Customer prevent Linkup Comms & Data Ltd from delivering or installing the Equipment, including where the Site(s) is unprepared, Linkup Comms & Data Ltd reserves the right to charge its costs to the Customer. Linkup Comms & Data Ltd shall attempt to comply with the Customer’s reasonable requests in respect of installation but Linkup Comms & Data Ltd.’s decision on the routing of cables and wires and the positioning of outlets and Equipment shall be final. Linkup Comms & Data Ltd accepts no liability whatsoever for any loss the Customer or any third party may suffer as a result of installation of the Service.
5.13 Linkup Comms & Data Ltd may, without terminating this Agreement, suspend the Services if any of the following apply. Linkup Comms & Data Ltd believes or is advised it is necessary because of technical problems or work on the network or for reasons of safety. Linkup Comms & Data Ltd believes it is necessary to prevent fraud taking place. Linkup Comms & Data Ltd is obliged to comply with an order, instruction or request of Government or persons purporting to act with Governmental authority, an emergency service organisation, or other competent administrative authority. Linkup Comms & Data Ltd needs to maintain or upgrade the Linkup Comms & Data Ltd Designated Carrier Network at the Site. The Customer’s total charges incurred are more than the Customer’s credit limit. The Customer acknowledges and agrees that in certain circumstances it may not be possible for Linkup Comms & Data Ltd to provide notice of the suspension. Linkup Comms & Data Ltd will use reasonable endeavours taking account of the circumstances to provide the Customer with as much notice of the suspension and to maintain the suspension for as short a period as is reasonably possible. If suspension occurs for technical reasons or to prevent fraud and that suspension lasts for more than 24 hours, the Customer will receive a pro-rata credit against the monthly access charge for the period of the suspension. If the Customer fails to pay a sum due under the terms of the Agreement, then Linkup Comms & Data Ltd
reserves the right to suspend the Service and levy an administration fee of £50 ex vat for lifting such a suspension. This provision also applies to Network Services
5.14 Maintenance is invalidated if any part of the Equipment is serviced, maintained or worked on for whatever reason or purpose by any party other than Linkup Comms & Data Ltd or a party authorised by Linkup Comms & Data Ltd.
6.1 Without prejudice to any other rights or remedies under the Agreement or at law, Linkup Comms & Data Ltd may terminate this Agreement or cancel the Services at any Site immediately by serving written notice on the customer if:
a. the Customer becomes insolvent or is subject to a court winding up order; or
b. the Customer commits a breach of any material obligation under this Agreement and (in the case of a remediable breach) fails to remedy the breach within 14 days of receiving written notice to do so from Linkup Comms & Data Ltd.
6.2 The Customer may terminate this Agreement immediately by serving written notice on Linkup Comms & Data Ltd if:
a. Linkup Comms & Data Ltd becomes insolvent; or
b. Linkup Comms & Data Ltd commits a breach of any material obligation under the Agreement and (in the case of a remedial breach) fails to remedy the breach within 14 days of receiving written notice to do so from the Customer.
6.3 Upon termination of any part of the Agreement, all amounts owed by the Customer to Linkup Comms & Data Ltd shall become immediately due and payable in full on demand and the Customer must:
a. immediately stop using the Services that have terminated;
b. immediately stop using the Equipment, and
c. permit Linkup Comms & Data Ltd to enter the site(s) during normal business hours to remove the Equipment.
The Customer’s obligations in respect of the Equipment will continue to apply until Linkup Comms & Data Ltd has removed the Equipment. 6.4 Linkup Comms & Data Ltd will not be liable for any further programming required by the Customer.
6.5 The provisions of this clause remain in force despite the termination of the Agreement.
7. GENERAL PROVISIONS
7.1 All sums due to Linkup Comms & Data Ltd under the Agreement are exclusive of Value Added Tax and any other applicable taxes which may from time to time be introduced, which shall be charged in accordance with the relevant regulations in force at the time of making the taxable supply and must be paid by the Customer. 7.2 If payment should not be received within 30 days from the date of the invoice, Linkup Comms & Data Ltd will be entitled to charge (in addition to interest and any legal cost ordered by the court and without prejudice to any other rights or remedies available to Linkup Comms & Data Ltd) the sum of £85 ex vat in administrative cost incurred by Linkup Comms & Data Ltd in taking steps to secure payment. Linkup Comms & Data Ltd will charge customers who request paper billing at the cost of £2.50 ex vat per paper bill provided.
7.3 The customer will pay interest at a rate of 3% over the Bank of England Base Lending Rate applicable at the time per month on all overdue amounts from the date payment is due until the Customer has paid in full.
7.4 The agreement is the entire agreement between the Customer and Linkup Comms & Data Ltd.
7.5 The agreement applies to all items of Equipment individually. If any item fails, it will not affect the rights and liabilities of either party for the other items.
7.6 The Customer’s duties under the Agreement will continue and will not be affected by the breakdown, theft, loss, destruction of, or damage to any Equipment.
7.7 Notices under the Agreement must be made in writing and delivered by hand or sent by registered post, or by recorded post when specifically required by these terms to the other party’s address. The address will be the one stated in the Agreement, the registered office (for a limited company) or the last known address of the other party. The notice will be taken to have been delivered on the date of acknowledgment.
7.8 Linkup Comms & Data Ltd reserves the right to assign, sub-contract or otherwise deal with all or any of its rights and obligations arising under the Agreement. The customer may not assign this contract without having first received written authority from Linkup Comms & Data Ltd, such authority not to be unreasonably withheld.
7.9 There can be no variation to the terms of the Agreement unless approved in writing by both parties.
7.10 The unenforceability of any term of the Agreement will not affect the enforceability of any other terms. 7.11 No person or body who is not a party to the Agreement has any rights under the Contracts (Rights of Third Parties Act 1999) to enforce any of the Agreement.
7.12 The parties shall not be liable to the other except as expressly set out in the Agreement. Unless otherwise expressly stated, either party’s liability in contract, tort or otherwise including any liability for negligence howsoever arising out of or in connection with the performance of either party’s obligations under the Agreement is limited to £5,000 ex vat for one event or series of related events and £15,000 ex vat in total for all events arising in any twelve month period. Linkup Comms & Data Ltd and its suppliers and service providers do not offer or guarantee a fault free service and without prejudice to the Customer’s obligations to pay Linkup Comms & Data Ltd the charges for any Equipment, the parties shall not be liable to the other party under the Agreement in contract, tort (including negligence) or otherwise for any loss of revenue, business, contracts, anticipated savings or profits. Nothing in this Agreement excludes or restricts either party’s liability for death or personal injury resulting from that party’s negligence or its employee’s negligence while acting in the course of their employment or for anything else for which the parties cannot at law limit or exclude their liability. The provisions of this Clause continue to apply despite the termination or expiry of the Agreement. 7.13 Neither party will be obliged to carry out any obligation under the Agreement where performance of such obligation is prevented due to any cause beyond the party's reasonable control, including but not limited to any act of God, severe weather, failure or shortage of power supplies, flood, drought, lightning or fire, labour shortage or labour dispute, the act or omission of Government, highways authorities, other telecommunications operators or administrations or other competent authority, war, military operations, or riot, or difficulty, delay or failure in manufacture, production or supply by third parties of either the Equipment or Services or both resulting from the same or a similar type of force majeure event. If any force majeure event lasts for more than three months from the date of its commencement and that event prevents either party from performing all or a material part of its obligations during that period either party may by giving 14 days written notice to the other party terminate the Agreement
7.14 The Customer will promptly provide Linkup Comms & Data Ltd (free of charge) with any information Linkup Comms & Data Ltd may reasonably require to enable it to proceed with the performance of its obligations under the Agreement including any information which Linkup Comms & Data Ltd may reasonably request for the purposes of credit verification and debt collection and the Customer permits Linkup Comms & Data Ltd to use such information and to provide it to third parties acting on behalf of Linkup Comms & Data Ltd for such purposes. Unless expressly agreed in writing neither the Customer nor Linkup Comms & Data Ltd will use, copy, adapt, alter or part with possession of any information that is disclosed or otherwise comes into its possession under or in relation to the Agreement and which is of a confidential nature unless required to do so by a court order or legislation. This obligation will not apply to information which the recipient can prove was in its possession at the date it was received or which the recipient obtains from some other person with good legal title to it or which is in the public domain otherwise than through the default or negligence of the recipient. The Customer acknowledges that Linkup Comms & Data Ltd may use information regarding calls routed through the Equipment including but not limited to origin, destination, duration, route and time. Both parties must comply with the current Data Protection Legislation when dealing with information given to the other party under the Agreement.
7.15 Intellectual Property Rights in all documents, drawings and information including if applicable any access codes supplied to the Customer in connection with the Agreement remain vested in Linkup Comms & Data Ltd or the intellectual property right owner. Such documents, drawings and information are confidential and will not be copied, disclosed or used (except for the purpose for which they were supplied) without Linkup Comms & Data Ltd.’s prior written consent.
7.16 Failure by either party to enforce any of its rights under the Agreement is not to be taken as or deemed to be a waiver of that right unless the waiving party acknowledges the waiver in writing. Part or all of any clause of the Agreement that is unenforceable or illegal will be severed from the Agreement and will not affect the enforceability of the remaining provisions of the Agreement.
7.17 Linkup Comms & Data Ltd shall not be responsible for call charges resulting from fraudulent use of the Equipment or Services by the Customer or any third parties and the Customer agrees to pay all additional charges related to such fraud. Linkup Comms & Data Ltd will automatically provide Exceptional Call Reporting for the customer to cover this risk and the cost of that Exceptional Call Reporting cover will be paid by the customer. This clause will always apply unless the customer specifically states in writing to Linkup Comms & Data Ltd that the customer does not want this Exceptional Call Reporting cover to apply.
7.18 The Customer accepts that it is technically impracticable to provide telecommunications services which are entirely free of faults and Linkup Comms & Data Ltd does not undertake to do so
7.19 Linkup Comms & Data Ltd reserves the right to apply this clause in the alternative to any other provisions in these terms for the calculation of loss arising from a Customer’s breach of contract. If the Customer gives less than the specified amount of written notice to terminate this agreement 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 on the Agreement, or if the Customer is in breach of this Agreement, Linkup Comms & Data 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 Linkup Comms & Data ltd shall be entitled to raise invoices for all sums due and all invoices (whenever raised) shall become due for payment immediately.
7.20 The Customer must not use or allow others to use the Equipment or Services provided for any improper, immoral or unlawful purpose. If Linkup Comms & Data Ltd incurs any liability to any person or any expense arising from such use, the Customer will promptly reimburse such amounts to Linkup Comms & Data Ltd. The Customer must report to Linkup Comms & Data Ltd as soon as it becomes aware of any fraud, deception, or unauthorised or unlawful use relating to the Equipment or Services. The Customer must advise Linkup Comms & Data Ltd in writing if it changes its address. The Customer must comply with all reasonable instructions given to it by Linkup Comms & Data Ltd and provide Linkup Comms & Data Ltd with all information relevant to the Services provided under this agreement.
7.21 When a contract for services automatically rolls over pursuant to any terms contained herein these Terms and Conditions will apply to the rolled over contract. Linkup Comms & Data Ltd reserves the right in its absolute discretion to make any reasonable or necessary amendments to these Terms and Conditions and any amendments made pursuant to this clause will be published within the Terms and Conditions contained on the Linkup Comms & Data Ltd website at www.linkupcomms.com.
7.22 The Agreement is governed by English law and disputes will be subject to the exclusive jurisdiction of the English Courts.
This policy is effective as of 15 May 2019.