Onebill Telecom Services

• Onebill Telecom Terms and Conditions
• Specific agreement for Broadband

TERMS FOR SERVICES

DEFINITIONS

“Agreement” means these terms and conditions together with your Confirmation letter accepted by us;

"Cancellation Fee” means a, a reasonable disconnection fee per each fixed or mobile line we have to disconnect. Our current cancellation fees can be found at www.onebilltelecom.com/pricelist.aspx Please note that other charges may apply – see section 5.d

“Care Level” means our fault repair response times specified in Clause 11(e);

“Charges or fees” means our charges for providing you with the Services under this Agreement specified in Clause 7 below;

“Confirmation Letter” means our letter attaching these terms and conditions which will be posted or emailed to you within 3 days of our acceptance of your Order;

“Effective Date” means the date specified in your Confirmation Letter;

“Larger Business” means any business that it is not a Small Business;

“Material Detriment” means variations to your Agreement which are likely to be of significant  detriment to you, such as an increase in our call Charges for the Services by an amount which is more than the percentage increase in the retail prices index figure (or any future equivalent) in any twelve month period;

“Minimum Term” means, where applicable, the minimum term of this Agreement agreed with you in the Order and confirmed to you in our Confirmation Letter;

“Order” means any online order, your order via our telephone application process or your signing of our order form;

“Parties” means Onebill and you, our customer;

 “Premises” means your premises in which we provide the Services to you;

“Price and Tariff Guide” means our schedule of rates available at www.onebilltelecom.com;

“Renewal Term” means a further commitment term;

“Services” means the services specified in Clause 1;

“Service Start Date” means the date you are able to start making and receiving calls using our Services;

“Small Business” means a business where no more than 10 individuals work (whether as employees or volunteers or otherwise);

 “Onebill”, “we”, “us”, or “our” means Onebill Telecom Limited a limited company incorporated in England and Wales registered under Number 3902543 whose registered office is at The Brewery Building, 69 Bondway, London, SW8 1SQ;

“Onebill Equipment” means any equipment, including any software, owned or controlled by Onebill and placed in your Premises to provide the Services; and

“you” and “your” or “customer” means you, our customer.

1            Our Services

• This Agreement covers the provision by Onebill to you of our Services. If you have subscribed to Onebill Broadband, a separate agreement will be sent to cover the terms.
• The Services under this Agreement are for businesses. You have confirmed to us that you are a trading business.
• We may take instructions from a person if we have a good reason to think that he or she is acting with your permission.
• The Services consist of:
• the installation or takeover and rental of a fixed  telephone line;
• the facility to make or receive phone calls including the ability to send or receive information for example, from computers using your telephone line;
• any one of a range of call price plans that enable you to make discounted telephone calls;
• any other facilities such as caller display that we agree to give you;
• one phone number for each fixed telephone line that you rent from us, will be published (with your business details) in BT and Onebill business directories free of charge, and will be available on directory enquiries services, unless you tell us not to; and
• any other services that we provide you under this Agreement.
• Access to the emergency services and provision of caller location information.

2            When the service starts

• For new line installations, we will agree a date with you for installation.  If you cancel any appointment for the installation of your service after 12.00pm on the day before we agree to install your telephone line, you will be liable to pay a missed appointment charge at our then current Charges.
• Time is not of the essence for the Services. We will try to provide the Services by any date agreed with you, but any suggested date is an estimate.  
• For line transfers, we will normally transfer the line from your current provider within ten working days. The time taken to port numbers from other networks varies and sometimes it may not be possible or reasonably practicable. If this happens we will provide you with a new number(s).  

3            How we provide the Services to you

• Onebill provides services via wholesale line rental (“WLR”) and, for telephones lines with Onebill broadband, Next Generation Networks (“NGN”). WLR means that Onebill will bill you for line rental of your BT line and BT Openreach™ will continue to maintain your line and fix any faults that may occur. Developments in network technology (known as Local Loop Unbundling or “LLU”) may enable us to provide fixed line with broadband service to you through Next Generation Networks. If you have previously agreed to take our WLR service we may transfer you to our LLU network, but we will still offer the same services to you as those which you received from us before the transfer. If a Next Generation Network is available to you at the time of your transfer to Onebill, we may transfer you directly to this network. In all circumstances your phone line from the exchange to your premises will continue to be maintained and repaired by BT Openreach™.
• You acknowledge that in order to avoid delays occurring in the ordering process, Onebill will need to be notified by BT™ of any products or services presently in use on your line that are incompatible with the WLR or NGN service. BT™ or other network providers are under a strict duty not to disclose information about a customer’s services to a third party unless the customer has consented to such disclosure. In entering into this Agreement you give consent to BT™ or other network providers to disclose such information to Onebill. You also give Onebill authority to act as your agent to arrange connection onto Onebill services. If Onebill is unable to take over the billing of your line rental, for whatever reason, you hereby authorise us to carry your phone calls only through CPS (see below).

4            Carrier pre-selection service (“CPS”) & local loop unbundling (“LLU”)

CPS & LLU is the routing of your services through a carrier other than BT™. Your phone line(s) are still maintained by BT™ engineers but the calls and broadband service are carried on another network. We may select and at any time change any carrier or other service provider for the purposes of providing the CPS or LLU service. You hereby irrevocably authorise us to give all notices, nominations and other authorisations necessary for us to provide the CPS or LLU service.

5            Term & Termination

• This Agreement commences on the Effective Date until terminated by you or by us in accordance with this Agreement.
• The Agreement has the Minimum Term agreed with you in the Order and specified in our Confirmation Letter:
• If you are a Small Business, this Agreement shall continue in force during the Minimum Term (and during any Renewal Term you expressly agree with us) and thereafter until you terminate the Agreement in accordance with Clause 5(e)(i).
• If you are a Larger Business, the Minimum Term shall rollover automatically into a new Renewal Term(s) unless you terminate the Agreement in accordance with Clause 5(e)(ii) below.
•        Termination of the Agreement within the first 30 days:
• Your shall be entitled to terminate this Agreement, within 30 days from the Effective Date, if you notify us that you are not happy with your Tariff and we are unable to find a plan better suited to your needs.
• If you terminate the Agreement within 30 days from the Effective Date, you will not have to pay a Cancellation Fee. However, you shall pay any Charges you may have incurred under the Agreement (e.g. call Charges) and reimburse Onebill any amounts we paid towards the cost of releasing you from your contractual obligations with your previous network provider (e.g. BT™).
• In the event that the Agreement is terminated by you (or is terminated by us in accordance with Clause 5(j) below) before the end of the Minimum Term (or, where applicable, the end of a Renewal Term) you shall:
• Pay our then Current Charges for such Onebill Equipment (or, where applicable, an amount equivalent to any subsidy provided by Onebill to you for your purchase of any Onebill equipment); and
• Pay the Cancellation Fee: and.
• Pay back any promotional credits or subsidies applied to your account.
• Termination of the Agreement after the end of the Minimum Term or a Renewal Term (where applicable):
• If you are a larger business, you shall be entitled to terminate this Agreement by giving us 42 days written notice before the end of the Minimum Term or the end of any Renewal Term, such notice to expire on what would otherwise be the expiry date or its anniversary.
• You shall be entitled to terminate the Agreement immediately without being liable to pay the amounts specified in Clause 5(d) above if:
• We breach a material term of this Agreement, which after your written notice to us we have not rectified within 30 days.
• You give us notice to end the Agreement in accordance with Clause 18(a) below.
• You shall not be entitled to terminate the Agreement in accordance with Clause 5(f)(ii) above, if:
• a variation in the Agreement or an increase in the Charges is imposed by law or by a governmental or regulatory authority; or
• We pass on price increases from third party operators to you; or
• We undertake any changes in the Agreement in accordance with Clause 18(b) below.
• Either of us may terminate this Agreement without notice if the other stops trading or becomes insolvent or wound up.
• We shall be entitled to terminate this Agreement at any time, by giving you at least 42 days written notice.
• We shall be entitled to terminate this Agreement immediately if you breach any of your obligations under Clause 8, Clause 10, Clause 17(c) and Clause 18(c) of the Agreement.

6            Effects of Termination

•        On termination of the Agreement:
• any licence granted to you by Onebill or by its licensors shall immediately cease, you must immediately stop using the Services; and
• you will Immediately pay any outstanding invoices. We will refund any money owed to you, after first deducting any amounts you owe to Onebill under this Agreement or under any other Agreement that Onebill has with you.
• The termination of this Agreement for whatever cause shall not affect any provision of this Agreement which is expressed or by implication intended to survive or operate in the event of termination of this Agreement.

7            Charges

Onebill charges you for using the Services. You will be charged at the rates published in our Price and Tariff Guide. You acknowledge and agree that:

• Save for manifest error, Charges are calculated from data recorded by us and not from your own records.
• Where a direct debit is unpaid due to insufficient funds or direct debit cancellation,an administration charge will be included on your next monthly bill.
• We will charge you a reasonable Charge for restricting outgoing calls due to your breach of your payment obligations under Clause 8.
• We will add a reasonable Charge to your next bill to reinstate services suspended due to your breach of your payment obligations under Clause 8.
• All Onebill Charges are subject to VAT at the prevailing rate.
• Your invoice will normally include your line rental, fixed monthly Charges (including inclusive call price plans) which are billed one month in advance and, in arrears, any Charges for youruse of our Services outside any inclusive call price plan (e.g. minutes outside your monthly allowance or for additional services) which you incurred in the last period (normally the last month). Your initial Charge may also contain a set up Charge. 
• Onebill will charge you a reasonable Charge to reinstate lines that have been ceased due to your breach of your payment obligations under Clause 8.
• Onebill will charge you an administration Charge for payments tendered by means other than direct debit.
• Onebill will charge you a reasonable disconnection fee per fixed or mobile lines should we terminate the Agreement due to your breach of your payment obligations under Clause 8 below.
• Onebill will charge you a reasonable Charge for bills sent by means other than E-billing.
• If we send an engineer to your Premises, we may charge you our then Current Charges, or pass on to you the fees of any third party providers.
• We will charge you our then current Charges if we provide you with any Onebill Equipment.
• We may charge you a monthly maintenance Charge depending on the Care Level we agree with you.

8            Payment terms

• You are responsible for and must pay the Charges for the Services whether the Services are used by you or by someone else.
• You shall pay your invoices by monthly variable direct debit. Onebill reserves the right to refuse any new customer not wishing to pay by direct debit.
• You will be notified of any problems with your payments or direct debit instruction. Arrears and/or unwillingness to maintain payment by direct debit may result in your lines being restricted and in the termination of your Agreement.
• Cancellation of your direct debit does not constitute notice of termination of the Agreement by you, but we reserve the right to terminate the Agreement immediately if you cancel your direct debit for the payment of the Services and/or you chose another payment method.
• You are protected at all times by the direct debit guarantee as detailed in Clause 19(a) below.
• If you fail to pay any sum due, within 14 days from the date of the invoice, we shall be entitled to charge interest on the amount due at the rate of four percent (4%) above the Barclays Bank Plc base rate ruling from time to time calculated from the due date until we receive your payment.
• Onebill reserves the right to perform a credit check on you with no prior given notice, and to pass your credit history with Onebill on to other credit agencies and/or County Court.
• Onebill reserves the right to at any time request a deposit, paid in advance, from you should periodical credit checks reveal insufficient credit scoring or County Court Judgments against you for debts or non-payments or if unusual usage and call Charges are incurred by you. In the event that you don’t comply with our request within 30 days of notification by us, we reserve the right to terminate the Agreement and to demand full and final outstanding balance settlement with immediate effect.
• Onebill may, at its sole discretion and at any time, impose a credit limit on your account or amend it. If you exceed any such credit limit we may demand immediate payment of all the Charges incurred by you up to this moment and/or suspend the Service. We will endeavour to notify you as soon as possible if any of these situations arise. You will still be responsible for all Charges incurred including those exceeding the credit limit.
• You agree to pay us all Charges without set-off, deduction, withholding, restriction or condition whatsoever.
• If you wish to dispute an invoice, you must contact our customer services within 3 months from the date of the invoice. After such period, any undisputed invoice will be deemed correct.

9            Pricing

• Unlimited local & national inclusive call price plans are available to businesses only and not to residential customers.
• The Inclusive minute allowances specified in your call price plans, will be deducted in one minute increments (with any part minutes rounded up to the nearest minute).
• Call Charges for calls outside of your inclusive minute allowances will then be rounded up to the nearest whole penny. In addition, a per call connection Charge will apply.
• All unlimited call price plans are subject to our fair usage policy available at www.onebilltelecom.com. Currently, our fair usage policy is 1000 minutes (of which a maximum of 500 minutes may consist of calls to numbers other than UK local and national geographic numbers such us 08xx numbers, premium rate numbers, international destinations to selected destinations, which may vary from time to time, etc, but this will depend on the call price plan we agree with you).
• In the event that you exceed the limits included in our fair usage policy:
• We will charge you our then current call Charges as described in Clause 9(c) above.
• We reserve the right to switch you to a more appropriate Tariff or call price plan at any time, to suspend the Services, or to terminate this Agreement with immediate effect.
• Local & national calls are numbers beginning 01 and 02 and 03 only and do not include non-geographic numbers (0845, 0870 etc) premium rate numbers (09xx) and Internet access numbers.
• Mobile call rates refer to calls to T-Mobile, Virgin, Orange, Vodafone and O2 only.
• Inclusive international minute allowances under a calling card package will be deducted in one minute increments (with any part minutes rounded up to the nearest minute). Charges for international calls outside of your inclusive minute allowances will then be rounded up to the nearest whole penny. In addition, a per call connection Charge will apply.
• Connection Charges will apply to all calls except to calls which are part of an inclusive call price plan (or calling card package) or calls to free-phone numbers as specified in our Price and Tariff Guide.
• If any part of a bundled service (e.g. phone and broadband) is cancelled, we will automatically apply to you our then current Charges for any remaining services.

10         Your Obligations

Your breach of your obligations under this Agreement may result in the suspension of the Services or in the termination the 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 licenses which apply to the use by you of the Services.
• Not to allow an alternative supplier to override or bypass our Services either through the installation of equipment or through the BT^TM local exchange during the term of the Agreement.
• Not to use the Services in any way Onebill considers is or is likely to be detrimental to the provision of the Services to you, or to the services we provide to any other Onebill's customers.
• To be responsible for any engineering reprogramming costs or equipment removal costs that may be required to terminate the service of your previous supplier(s).
• Not to use the service 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.
• If you are on an unlimited Tariff, you shall not exceed the Onebill fair usage policy available at www.onebilltelecom.com.
• If you request and Onebill agrees to a change of all part of the Services, or a change of the Premises where we provide the Services to you, you must complete such formalities as Onebill shall require, giving effect to such change.  You shall pay to Onebill its then current Charges to reflect such change of Charges or Premises change.  Onebill may require payment prior to effecting such changes.  Onebill shall be entitled to revise the Charges you pay to reflect the changes agreed with you.
• You are responsible for terminating, at your own expense, any contracts you may have with your previous suppliers for services similar to our Services.
• You shall terminate, at your own expense, any contracts you may have with your previous suppliers for services which are not compatible with our Services.

11         Repairs to the Services

• We will use reasonable endeavours to provide an uninterrupted service, but you acknowledge and agree that from time to time faults may occur.
• We are not responsible for repairing and maintaining your landline. BT Openreach™ will continue to have responsibility for maintaining your landline and fix any faults that may occur. Furthermore, if you have broadband on the landline and we are not providing this service to you; your broadband provider is responsible for repairing faults at the exchange level. We may, at our sole discretion and where applicable, report the fault to the party responsible for the service.
• We will use reasonable endeavours to correct any defect or fault in our Services. Customer Service & Fault Notification: 0844 880 9000. Our faults line is available 24/7.
• Onebill will apply £85 + VAT engineering call out charge if we send an engineer to your Premises and a fault or failure is on your own equipment, and not in Onebill Equipment or Services, or is caused by accidental damage. Additional time related charges and replacement equipment costs may also be added.
• Depending on the Care level that we agree with you, our fault repair times will be:
• Care Level 1 - Fault repaired within 3 working days (Free)
• Care Level 2 - Fault repaired within 48 hours (£1.20 per month per line)
• Care Level 3 - Fault repaired within 24 hours (£3.30 per month per line)
• Care Level 4 - Fault repaired within 6 hours (£5.49 per month per line)

12         Suspension of the Services

We may suspend the service (without being liable to compensate you):

• In the event of a local or national emergency;
• To comply with a request from a government or other competent authority;
• To protect or provide service to rescue or other essential services or otherwise;
• To maintain the quality of our Services or to upgrade the Services;
• If you fail to pay any amount due to us;
• If an event occurs which is beyond our reasonable control;
• If you materially breach any part of this Agreement; or
• If we have good reason to suspect fraudulent activity or misuse of our Services or any other breach by you of this Agreement.
• If bankruptcy or insolvency proceedings are brought against you, or if you make an arrangement with your creditors or if a receiver, an administrative receiver or an administrator is appointed over any of your assets or if you go into liquidation or a corresponding event under Scottish Law.

13         Complaints

We make every effort to ensure that our customers are happy with the level of service they receive from us. However, despite our best efforts, things can go wrong. We take customer complaints very seriously and aim to resolve them quickly and efficiently. If you have a complaint about any part of our service, please contact our customer service team or refer to our complaints code of practice posted on our website. You can also request a copy from our customer service team.

14         Liability

• Neither of us will have to compensate the other for any detrimental event beyond the other’s reasonable control. In this Agreement, ‘beyond reasonable control’ includes any act of God, reduction or failure of power supply, other telecommunication operators and suppliers or their equipment including access lines, act or omission of national or local government authority, war, act of terrorism, military operation, riot or delay, employee dispute, or supply of equipment by third parties.
• Nothing in this Agreement shall exclude or restrict a Party’s liability for matters which cannot by law be excluded or restricted. Nothing in this Agreement excludes or limits your liability to pay the Charges (or any amount owed by you under this Agreement) or each Party’s liability with respect to death or personal injury resulting from the negligence of that Party, its employees, agents or subcontractors or for fraudulent misrepresentation or under the tort of deceit. However, nothing in this Clause gives a Party any right or remedy which it would not otherwise have.
• Subject to Clause 14.(b), we shall not be liable to you, whether in contract, tort (including negligence) or otherwise, for direct or indirect loss of profits, business, production, revenue, any contract, opportunity, or anticipated savings, or wasted expenditure, loss of goodwill or injury to reputation, nor for any indirect or consequential or special loss or damage or for any destruction, corruption or loss of data, or losses arising from your use of or failure to use the computer security or backup services or software, whether any such losses could be reasonably foreseen by us or not.
• Subject to Clause 14.(b) Onebill its employees and its sub-contractors’ entire liability to you (including liability for negligence) in contract, tort, negligence or otherwise arising out of or in connection with this Agreement shall, for any one incident or series of related or unrelated incidents within a period of 12 months, be limited to the annual Charges paid by you to Onebill;.

15         Allocation, number portability and Daily rate rental credit

• Onebill will use reasonable endeavours to provide number portability to you, as soon as reasonably practicable and on reasonable terms, when you request so an provided that:
• there are no technical or physical reasons preventing the portability of the number(s) requested by you; and
• you undertake to pay Onebill’s Charges for such number portability if applicable;
• If you sign up to the Services and you request to transfer your number from another telephone provider, Onebill will use reasonable endeavours to do this if reasonably practicable and provided that your existing telephone provider agrees to release the number; and
• If it is not reasonably practicable, Onebill will provide you with a new number(s).
• Any telephone numbers allocated to you by Onebill (if any) do not belong to you. You accept that you do not acquire any rights whatsoever in such telephone numbers and you must make no attempt to apply for registration of the same as a trademark, service mark, or domain name whether on its own or in conjunction with some other words or trading style. You are not entitled to sell or agree to transfer to a third party any telephone number allocated to you by Onebill.
• Subject to clauses 14(a) and 14(b) above, we will credit you a daily-rate rental credit for each whole or part day we are late in providing the phone line service should the porting of a number fail. The daily-rate rental credit is equal to the daily charge of your rental for each day that applies rental charge for three months.
• You must make your claim in writing within one month of us putting things right.

16         Monitoring and recording calls and Data protection

• We may monitor and record calls relating to customer services and telemarketing. We do this for training purposes and to improve the quality of our services.
• We may contact you before, during and after the term of this Agreement in order to administer, evaluate, develop and maintain our Services.
• Onebill operates in accordance with the Data Protection Act 1998 and in accordance with Onebill ‘Privacy Policy’ available at http://www.onebilltelecom.com/Onebill-telecom-privacy.aspx. You are also required to comply with all data protection legislation. In addition, you must maintain all required registrations, including those reasonably requested by us to enable us to process your personal data in connection with our performance of our obligations under this Agreement.
• By registering for the Services you consent to us using and/or disclosing your personal information for the following purposes:
• processing your application (which may involve credit checking by a licensed credit reference agency who may record that a credit check has been made and disclosing certain personal and account details to a bank for the purposes of setting up a direct debit account);
• providing or arranging for third parties to provide customer care/help desk facilities and billing you for the Services (which may involve disclosing your information to third parties solely for those purposes);
• to maintain quality and for training purposes, we may monitor and record telephone conversations with you;
• to inform you about other Onebill products or services, or products and services from our group of companies (including the Onebill Group) unless you opted out to this during the application process or you notify our customer services in writing, signifying that you do not wish to receive this information from us;
• to disclose all or part of your personal data to a regulator (i.e. Ofcom, the Information Commissioner Office), a court, or to a public body to comply with any regulatory, government or legal requirement; and
• to communicate information that describes the habits or usage patterns and/or demographics of the whole or a part of our customer base (including you) but which is anonymous and does not describe or reveal the identity of any particular customer to any third party.
• We shall be entitled to make your name, address and telephone number available to the emergency services.

17         Warranties and Representations

• Other than as expressly set out in this Agreement and to the greatest extent permitted by law, Onebill makes no representations or warranties with respect to the Services, or the performance of its obligations hereunder, and expressly excludes such representations and warranties, whether implied, statutory or otherwise to the maximum extent permitted by law.
• In particular, but without prejudice to the generality of this Clause 17, you acknowledge and accept that:
• Onebill does not warrant that the Services will be available at any particular time or continuously; and
• Onebill is not responsible for any loss of or disruption to the Services due to failure of a carrier network or broadband provider.
•        You Warrant to us that:
• You have the authority to enter into this Agreement; and
• You will comply with any legal and regulatory requirements applicable to the Services provided under this Agreement

18         Variations

• We may vary the terms of this Agreement and the Charges from time to time. In the event that we make changes to this Agreement that are likely to cause a Material Detriment to you, you will be entitled to terminate this Agreement within 30 days of Onebill notifying you of such changes. In order to ensure continuity, time will be of the essence for your notice to be received by us and if we have not received your notice within that time, you will be bound by the terms of this Agreement as varied.
• Subject to Clause 18(a) above, we shall be entitled to notify you of any updates and/or variations of the terms of this Agreement and our Charges, by email, through a notice in Onebill invoices or by posting our updated Agreement or Price and Tariff Guide at www.onebilltelecom.com.
• Unless we give you our prior consent in writing, you shall not be entitled to make any variations to this Agreement.

19         General

• You may not transfer or assign this Agreement or any rights under it without our prior written consent. We may assign or transfer our rights and obligations under this Agreement to a party who agrees to continue complying with our obligations under the Agreement. If any provisionor condition of this Agreement shall be invalid or unenforceable, the remaining terms shall continue to apply. This Agreement represents the entire agreement between the Parties in relation to its subject matter and supersedes all agreements and representations made by either Party, whether oral or written. If there is any inconsistency between this Agreement and your Confirmation Letter, the Agreement shall take precedence. Any failure by either of us to enforce any right shall not be deemed a waiver of any such right. If either Party delays in acting upon a breach of this Agreement that delay will not be regarded as a waiver of that breach. If either Party waives a breach of this Agreement that waiver is limited to that particular breach. This Agreement and any disputes or claims arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) are governed by and construed in accordance with the laws of England. The Parties irrevocably agree that the courts of England have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or claims). The Parties do not intend that this Agreement be enforceable by any person not a Party to this Agreement including under the General Terms (Rights of Third Parties) Act 1999 with the only exception that Clause 14 above which will also be enforceable by Onebill’s, directors, employees, agents and subcontractors. The Parties acknowledge and agree that they have not been induced to enter into this Agreement by any representation, warranty or other assurance not expressly incorporated into it. Any notices sent by you to us must be sent by post (or fax) to our address above, must quote your account number and shall not be effective until received by us. Notices sent by Onebill to you may be sent (i) by hand, post or by recorded delivery to your billing address specified on your Order or to your registered office; or (ii) by fax to your fax number specified on your Order or as otherwise notified by you to Onebill in writing; or (iii) by email to your email address specified on your Order or as otherwise notified to Onebill in writing (iv) by posting information in our website. Notice by us to you given by hand shall be deemed given the same day. Notice by us to you given by post shall be deemed to have been received 48 hours from the date of posting. Notice by us to you given by recorded delivery shall be deemed given on the date and at the time of signature of the delivery receipt.  Notice by us to you given by fax shall be deemed given when transmitted, provided that the sender shall have received a transmission report confirming correct transmission.  Any communication from Onebill to you by email shall be deemed to have been made on the working day on which the notice is first stored in your electronic mail-box.  

20         The Direct Debit Guarantee

• This guarantee is offered by all banks and building societies that take part in the direct debit scheme.
• The efficiency and security of the Scheme is monitored and protected by your own bank or building society.
• If the amounts to be paid or the payment dates change Onebill will notify you 10 working days in advance of your account being debited or as otherwise agreed.
• If an error is made by Onebill or your bank or building society, you are guaranteed a full and immediate refund from your branch of the amount paid.
• If you receive a refund you are not entitled to, you must pay it back immediately when Onebill asks you to.
• You can cancel a direct debit at any time by writing to your bank or building Society. Please also send a copy of your letter to us.

Terms and Conditions for Onebill Telecom Broadband

This document sets out the Terms and Conditions of your use of the Broadband services provided by Onebill Telecom ("Onebill", “We”, “Us”, “Our”) and comprises the entire agreement for your use of our Broadband services ("the Agreement"). Any changes or additions to these Terms and Conditions ,the Broadband Services, or associated computer security or backup services and software must be agreed to in writing by Onebill. All other terms, express or implied by statute or otherwise, are excluded to the fullest extent permitted by law.

These Broadband Terms and Conditions apply in conjunction with the Terms and Conditions of your Telephony Terms and Conditions. On cessation of the Telephony Agreement in accordance with paragraphs 4a; 4b; 4c and 4d of said agreement, paragraphs 5a; 5b and section 6 of the Terms and Conditions of the said agreement will continue to apply to this Agreement.

1. Commencement and Duration of this Agreement

• 1.1 This Agreement commences on the date you accept these Terms and Conditions by signing the Onebill Broadband application form, applying on-line, or via the telephone application process (the "Commencement Date") and will continue for 12 months or the contracted length of time applicable for the Broadband tariff you have taken. These Terms and Conditions remain indefinitely thereafter unless terminated earlier by either party in accordance with Clause 12 of this Agreement.

2. Our Provision of the Services

• 2.1 We will provide the Broadband services and, if purchased, computer security or backup services (collectively known as the "Broadband Services") to you with reasonable skill and care and in accordance with the provisions of this Agreement. Whilst we will use our reasonable endeavours to begin providing these Broadband Services by any date provisionally agreed with you, we have no liability for any failure to meet any date. We can only provide services in areas of the United Kingdom in which we are technically able to offer Broadband services from time to time.
• 2.2 In order to use the Broadband Services, you need an existing BT analogue telephone line and a personal computer of a minimum specification as per Clause 4. You must also ensure that compatible cables and extension leads are used to and from your telephone socket, modem and PC in order to use the service. You acknowledge that we are dependent upon certain third parties to install and provide the Broadband Services to you. You also acknowledge that there may be technical limits that prevent us from delivering an operational service to you. We will endeavour to provide the Broadband Services to you at the access rate you choose but, due to congestion within the network, the ability of your BT line to carry data services, distance from the exchange; the speed of service may be reduced at times.
• 2.3 You must cancel any other broadband service supplied by another company through the BT telephone landline that you wish to use to receive our broadband service and your BT telephone landline at your location must be clear of your former supplier's broadband service. Alternatively, you must provide us with a valid migration code to transfer the broadband service from your current supplier. If you have purchased a computer security service, you must uninstall any other computer security services from your computer.
• 2.4 We do not undertake to provide a fault free service. If, however, a fault occurs, you should report the fault by telephone, electronic mail or in writing to the Support Service. We will use our best endeavours to correct any defect or fault in the services provided to you as soon as possible. We will let you know as soon as reasonably practicable of any periods of downtime of the Support Service.
• 2.5 Onebill will not be responsible for any Faults arising from customer’s premises equipment. A £165+VAT call out charge will be applied to engineering visits where the fault is found to be with your equipment.
• 2.6 Modem Support: Modems purchased directly from Onebill will receive technical support within their warranty period. Technical support for modems acquired from any other source is therefore the responsibility solely of the modem manufacturer.
• 2.7 We may suspend the Broadband Services including during scheduled periods of downtime where necessary for operational reasons such as repair, maintenance or improvement of the Broadband Services or because of an emergency. Onebill will restore the Broadband Services as soon as it reasonably can after suspension.
• 2.8 We may, for operational or other reasons, change any codes or the numbers allocated to you or the specification of the Broadband Services but any such changes will not materially affect the Broadband Services.
• 2.9 We reserve the right to vary the Content (as defined in clause 5.2 below) from time to time in our sole discretion and do not guarantee or warrant that any particular item or items of Content will be available at any given time or at the commencement of the Broadband Services.
• 2.10 We may immediately suspend your access to the Broadband Services in the event that you do not pay an invoice in accordance with Clause 3.
• 2.11 If you currently receive a Broadband service from an alternative supplier you are responsible for any contractual agreement you have with them and any liabilities you may incur for terminating your current agreement.

3. Charges

• 3.1 Onebill charges you for using the Broadband Services covered by this Agreement. Initially you are charged at the rates specified on the application form or published in our price lists. All charges are exclusive of any VAT. Please note:
• 3.1.1 Onebill will charge £109.99+ VAT to reinstate lines that have been ceased due to non payment
• 3.1.2 If you change address, you may transfer the Broadband Services to your new address on payment of the moving fee of £51.99 + VAT.
• 3.1.3 Charges for your Broadband Services will be incorporated into your monthly Onebill Telecom invoice. We will send your invoice to the address on your registration details. We also reserve the right to send your invoice by email every month.
• 3.1.4 Onebill will charge a £99.99+ VAT disconnection fee should the agreement be terminated due to non payment.
• 3.1.5 In the event that all telephone lines on the said agreement have transferred away or been ceased but the broadband connection is still billing on that said agreement your current tariff will increase by £3 + VAT.
• 3.1.6 Onebill will charge £99.99+ VAT cancellation fee should the agreement be terminated within the agreed contract period length from the Commencement Date.
• 3.1.7 If you end your contract for Broadband Services with us and do not request and use a MAC, we reserve the right to charge, and you agree to pay us a cessation fee to cover any cancellation charge that we must pay BT and our associated administration costs. The cessation charge will not be payable if you are moving home and either you have subscribed to our Broadband Services at your new address or we are unable to provide the Broadband Services at your new address.

4. Equipment

• 4.1 You will ensure that any equipment that you attach (directly or indirectly) to the Broadband Services is technically compatible with the Broadband Services and that its use does not breach any relevant legislation or telecommunications industry standards.
• 4.2 Minimum system requirements:
  • Windows 98 SE (Second Edition), Windows Me (Millennium Edition), Windows, 2000 or Windows XP or Macintosh operating system versions 9.1 or later
  • 1GHz or above CPU
  • A minimum of 20 GB available hard disk space
  • A minimum of 500 MB RAM
  • An available Ethernet port

5. Your Use of the Broadband Services

• 5.1 These Broadband Services are provided solely for your use and you must not resell or attempt to resell the Broadband Services (or any part of it) to any third party. In addition, if you have a mail server, you must not allow relay emails from outside your domain from your mail server.
• 5.2 We do not warrant or guarantee the accuracy or completeness of any of the information, sound, software and any other materials (in whatever form) and services made available to you as part of the Broadband Services (the "Content") or any further information or results which may be derived from it. You acknowledge that you will not rely on any Content in making any business or other decision and that your use of the Content is at your sole risk.
• 5.3 Please note that there may be additional conditions (either ours or those of a third party) displayed on line relating to particular Content. These conditions will also form part of this agreement should you access such Content.
• 5.4 You are entirely responsible for evaluating any goods or services offered by third parties via the Broadband Services or on the Internet. We will not be a party to or in any way be held responsible to you for any transaction between you and third parties.
• 5.5 You warrant that any information you make available on your website, both yours ("Customer Information") or that of a third party ("Third Party Content") is and will remain wholly accurate and will not include any information or material, any part of which, or the accessing of which or use of which, would be a criminal offence or is otherwise unlawful.
• 5.6 You also warrant that you will comply with all consumers and other legislation, instructions or guidelines issued by regulatory authorities and relevant licences which relate to the provision of the information on your website including those notified by us to you.
• 5.7 You must not use the Broadband Services, including associated computer security or backup services and software:
• 5.7.1 in a way that breaches any legislation or any licence applicable to you or that is in any way unlawful or fraudulent; or
• 5.7.2 to deliver, knowingly receive, upload, download, use or re-use any information or material which is abusive, defamatory, obscene or menacing, or in breach of any copyright, privacy or any other rights; or
• 5.7.3 to send or procure the sending of any chain letters or unsolicited advertising or promotional material (“spamming”); or
• 5.7.4 in a way that does not comply with our specific instructions.
• 5.7.5 to propagate computer worms or viruses
• 5.7.6 to attempt to gain unauthorised entry to any site or network
• 5.7.7 to distribute child pornography, obscene or defamatory material
• 5.8 You will fully indemnify us against all losses, damages, amounts paid by way of settlement, costs and expenses (including legal fees) of whatsoever nature suffered or incurred by us arising out of or in connection with any actual or potential claims or legal proceedings against us by a third party because of your use of the Broadband Services in breach of the provisions of this Clause 5. We shall notify you of any such claims or proceedings and inform you regularly as to the progress of such claims or proceedings.
• 5.9 You acknowledge that Broadband Services are provided to other users and we owe a duty to these users as whole to preserve our network integrity and avoid network degradation. If, in our reasonable opinion, we believe that your use of the Broadband Services has or may adversely affect such network integrity or may cause network degradation we may manage your transmission speed, the type of traffic you are passing, and/or suspend your service.
• 5.10 We operate a fair usage policy to protect the quality of service to our customers. If we believe that your use of the Broadband Service is adversely affecting our network (or any part of it) or our other customers use of our services or if your usage is significantly different from what we would expect from a business customer, we reserve the right to manage or regulate your usage in accordance with the fair usage policy. We will not impose any restrictions on you or impose an additional charge without prior notice. If after we have sent you notice, we believe that your use of the Broadband Service continues to adversely affect our network (or any part of it) or our other customers use of our services or if your usage continues to be significantly different from what we would expect from a business customer then we may –
• (a) restrict your download and upload speeds;
• (b) apply additional charges for additional high bandwidth usage;
• (c) suspend your service; and
• (d) cease your service
• 5.11 We may require you to reimburse us for any reasonable and foreseeable losses, costs and expenses which we incur as a direct result of the misuse of the broadband service either by yourself or by someone you have knowingly allowed to use the Broadband Service we provide to you.

6. User names and Passwords

• 6.1 You must ensure that user names and passwords used in connection with the Broadband Services are kept confidential and are only used by authorised users. Please inform us immediately if you know or suspect that a user name or password has been disclosed to an unauthorised user or is being used in an unauthorised way. You must not change or attempt to change a user name without our written consent.
• 6.2 We reserve the right (at our sole discretion):
• 6.2.1 to suspend user names and password access to the Broadband Services if at any time we think that there has been or is likely to be a breach of security; and
• 6.2.2 to ask you to change any or all of the passwords you use in connection with the Broadband Services.
• 6.3 You must inform us immediately of any subsequent changes to the information you supply to us when you register for the Broadband Services.
• 6.4 You accept and acknowledge that the Broadband Services, like other Internet applications, are not secure and we do not guarantee the prevention or detection of any unauthorised attempts to access the Broadband Services.

7. Personal Data

• 7.1 We may contact you before, during and after the term of this Agreement in order to administer, evaluate, develop and maintain the Broadband Services. Please note that we may record your telephone calls with us and we will keep a record of personal information you provide to us in connection with the Broadband Services.
• 7.2 We will comply with our obligations under the Data Protection Act 1998 and other any applicable data protection legislation. You are also required to comply with all data protection legislation. In addition, you must maintain all required registrations, including those reasonably requested by us to enable us to process your personal data in connection with our performance of our obligations under this Agreement.
• 7.3 By registering for the Broadband Services you consent to our using and/or disclosing your personal information for the following purposes:
• 7.3.1 processing your application (which may involve credit checking by a licensed credit reference agency who may record that a credit check has been made and disclosing certain personal and account details to a bank for the purposes of setting up a direct debit account);
• 7.3.2 providing or arranging for third parties to provide Customer Care/Help Desk facilities and billing you for the Broadband Services (which may involve disclosing your information to third parties solely for those purposes); and
• 7.3.3 to selected third parties for the purposes of providing and operating the Broadband Services.

8. Intellectual Property Rights

• 8.1 You warrant that you are the owner of, or that you are authorised by the owner of, any trade mark or name that you wish to use as your registered Domain Names ("Domain Names") and use as part of your uniform resource locator ("URL").
• 8.2 If we undertake Domain Names and URL registration on behalf of you, you will reimburse us for any registration fees paid by Onebill Telecom to the Internet registration authorities. We do not guarantee that any Domain Names or URL requested by you will be available.
• 8.3 We may require you to select a replacement Domain Names or URL and may either refuse to provide or may suspend the Broadband Services if we reasonably believe that the Domain Names or URL is, or is likely to be, offensive, abusive, defamatory or obscene or in breach of the provisions of Clause 5.7.
• 8.4 Any patents, design rights, know-how, copyrights, trade marks, the right to use software and all other similar intellectual property proprietary rights (whether registered or unregistered) worldwide ("Intellectual Property Rights") relating to the Broadband Services, including backup and computer security software packages, or arising during the development of the Broadband Services, belong to us or to a relevant third party.
• 8.5 The Content is protected by copyright, trademark and other Intellectual Property Rights, as applicable. You must not and must not permit anyone else to copy, store, modify, distribute externally, broadcast or publish any part of the Content, and the Content may only be used for your own purposes.

9. Intellectual Property Right Indemnity

• 9.1 You will fully indemnify and hold us harmless against all losses, damages, amounts paid by way of settlement, costs and expenses (including legal fees), of whatsoever nature, suffered or incurred by us as a result of any claims or proceedings arising from infringement of any third party's Intellectual Property Rights by reason of your use or publication of the Customer Information, the Content or Third Party Content.

10. Software

• 10.1 Where we provide software to you to enable you to use the Broadband Services, including backup and computer security services ("Software"), we grant you a non-exclusive, non-transferable licence to use the Software solely for the term and purposes of the Agreement. You use this software at your own risk. You agree to use the software only in accordance with the End User License Agreement, which you will be required to accept in order to install the software.
• 10.2 Any software provided to you as part of the Broadband Services is provided for your use only. You must not re-sell, rent, transfer, assign or sub-license the software to anyone else. You may make one copy of the software for back up purposes, but are not otherwise allowed to copy, decompile or modify the software (in whole or in part) for any purpose unless specifically permitted by law. You may not adapt, transmit, distribute externally, play or show in public, broadcast or publish any part of the software. Except as permitted by applicable law or as expressly permitted under this Agreement you must not copy, de-compile or modify the Software (in whole or in part), or copy the manuals or documentation (in whole or in part).
• 10.3 We may offer updates or modifications to the Software or documentation and we will notify you of any applicable charges for such updates or modifications at the time we offer them to you.

11. Limitation of Liability

• 11.1 Nothing in this Agreement excludes or limits each party's liability with respect to death or personal injury resulting from the negligence of that party, its employees, agents or subcontractors or for fraudulent misrepresentation or under the tort of deceit.
• 11.2 We shall not be liable to you, whether in contract, tort (including negligence) or otherwise, for direct or indirect loss of profits, business, revenue, any contract, opportunity, or anticipated savings, loss of goodwill or injury to reputation, nor for any indirect or consequential or special loss or damage or for any destruction or loss of use of any data, including any corruption of data or losses arising from your use of or failure to use the computer security or backup services or software, whether any such losses could be reasonably foreseen by us or not.
• 11.3 Subject to Clauses 11.1 and 11.2, our liability to you in contract, tort, negligence or otherwise arising out of or in connection with this Agreement shall for any one incident or series of related incidents be limited to the annual fees paid by you to us in the year in which the liability first arose.
• 11.4 We are under no obligation to edit, review or modify Customer Information or Third Party Content. However, we reserve the right to remove any Customer Information or Third Party Information without notice.
• 11.5 We exclude all liability of any kind in respect of:
• 11.5.1 Customer Information, Third Party Content, Content and any other material on the Internet which can be accessed using the Broadband Services and we are not responsible in any way for any goods (including software) or services provided by third parties advertised, sold or otherwise made available by means of the Broadband Services or on the Internet;
• 11.5.2 the accuracy, completeness or suitability for any purpose of any Content; and
• 11.5.3 the acts or omissions of other providers of telecommunications or Internet services (including Domain Name registration authorities) or for faults in or failures of their equipment.

12. Termination of this Agreement

• 12.1 We may at any time (whether during the Initial Period or otherwise) terminate this Agreement giving 90 days notice to you.
• 12.2 We may at our sole discretion terminate this Agreement or suspend the Broadband Services immediately, in the event that:
• 12.2.1 we are directed by any competent authority to cease the provision of the Broadband Services or any part of it; or
• 12.2.2 you fail to pay any charges for the Broadband Services; or
• 12.2.3 any credit card or direct debit details submitted by you for payment are found not to be or cease to be valid; or
• 12.2.4 if you use the Broadband Services in contravention of any of Clauses 5, 6 and 8; or
• 12.2.5 your contract with us or your telecoms provider for your direct analogue exchange line is terminated; or
• 12.2.6 our contract with any third party who assists us in providing the Broadband Services to you is terminated; or
• 12.2.7 we become aware of any breach of third party Intellectual Property Rights caused by the Customer Information or the Third Party Content; or
• 12.2.8 you are in breach of our Fair Usage Policy

  If we suspend the Broadband Services in accordance with this Clause 12.2, we may, at any time following such suspension (and if the circumstance in Clause 12.2 remains) immediately terminate the Agreement.

• 12.3 You have the right to cancel this Agreement by giving written notice within 5 days from the date of acceptance of this Agreement. If we have supplied you with a Modem as part of a promotional offer you must either pay for the Modem or return such Modem to us unused and in the original undamaged packaging.
• 12.4 You may terminate this Agreement on giving at least 1 month's notice, such notice to be effective no earlier than the end of the first 12 months period or the length of time applicable to the Broadband contract you have taken from the Commencement Date. You must pay all Fees for the Broadband Services until the date on which the termination notice expires.
• 12.5 You may also terminate this Agreement at any time on giving at least 1 month's notice if you move to a new address to which it is not possible to provide the Broadband Services on production of proof of your changed address.
• 12.6 Either party may terminate this Agreement immediately, on notice, if the other commits a material breach of this Agreement and fails to remedy the breach within 28 days of a written notice to do so, or if the other goes into liquidation, becomes bankrupt, has a receiver appointed, makes a composition or voluntary arrangement with creditors or enters into administration, or a moratorium comes into force in respect of the other (within the meaning of the Insolvency Act 1986).
• 12.7 Upon termination or expiration of this Agreement registration to any of our services or those of third parties provided in the course of and/or for the purposes of the Broadband Services will cease at such time as the provision of the Broadband Services ends.

13. Force Majeure

• 13.1 Neither party will be liable to the other for any failure to deliver the Broadband Services or for any breach by it of this Agreement, where such failure or breach is due to a reason outside the reasonable control of such party, including, but not limited to: lightning, exceptionally severe weather, fire, explosion, war, industrial disputes, government action or regulation or national or local emergency. If such failure to deliver continues for more than 3 months after the commencement of such failure, then either party may terminate this Agreement on notice in writing to the other party.

14. General Provisions

• 14.1 We may change the provisions of this Agreement (including the charges) at any time, provided that we will give you notice of the changes at least 30 days before the change is to take effect at which time you may terminate this Agreement without charge if the change materially affects the Broadband Services.
• 14.2 This Agreement represents the entire agreement between the parties in relation to its subject matter and supersedes all agreements and representations made by either party, whether oral or written.
• 14.3 The parties acknowledge and agree that:
• 14.3.1 the parties have not been induced to enter into this Agreement by any representation, warranty or other assurance not expressly incorporated into it; and
• 14.3.2 in connection with this Agreement the parties' only rights and remedies in relation to any representation, warranty or other assurance are for breach of this Agreement and that all other rights and remedies are excluded, except in the case of fraud.
• 14.4 This Agreement does not create any rights under the Contracts (Rights of Third Parties) Act 1999 that are enforceable by any person who is not a party to it but this does not affect any right or remedy of a third party which exists or is available apart from that Act.
• 14.5 Notices given under this Agreement must be in writing and may be delivered by hand, courier or first class post, by fax or e-mail to the following addresses:
  • (a) to us at the relevant address provided during the registration process for Onebill or any alternative address which Onebill notifies to you;
  • (b) to you at the relevant postal or email address provided as part of the details which you submit during the registration process or any alternative address that you provide to Onebill.
• 14.6 You may not assign sub-contract or transfer any of your rights or obligations under this Agreement.
• 14.7 If any part, term or provision of this Agreement is held to be illegal or unenforceable the validity or enforceability of the remainder of this Agreement will not be affected.
• 14.8 If either party delays in acting upon a breach of this Agreement that delay will not be regarded as a waiver of that breach. If either party waives a breach of this Agreement that waiver is limited to that particular breach.

15. Law

• 15.1 This Agreement will be governed by and construed and interpreted in accordance with the law of England and Wales and the parties submit to the exclusive jurisdiction of the English Courts for the determination of any dispute or other matter which arises out of or in connection with this Agreement.

16. Access to End-User Premises

• 16.1 To enable Onebill to carry out its obligations under the Agreement, the End-Users must provide to representatives of Onebill and any Broadband Access Provider access to all End-User Premises at all reasonable times, including access for the purposes of installation, inspection, maintenance, replacement, upgrade, or removal of the Broadband Access Connection and any equipment associated with it.

* Some lines with Onebill broadband may have part of the service carried on other networks.