it becomes apparent that the Product cannot be delivered to or installed at the Site due to a geographic, practical or technical restraint; or
the cost of providing or installing the Product at the Site is materially higher than the usual cost of providing Product to a customer and Customer does not agree to pay any additional Charges requested by Sparta Telecom.
send, communicate, knowingly receive, upload, download or use any material or make any calls that are offensive, abusive, indecent, defamatory, obscene, menacing, cause annoyance, inconvenience, needless anxiety or are intended to deceive;
download, possess or transmit in any way, illegal material;
engage in criminal, illegal or unlawful activities;
violate or infringe the rights or property of any person, including rights of copyright and any other intellectual property rights, privacy or confidentiality;
intentionally impair or attempt to impair, without authorisation, the operation of any computer, prevent or hinder access to any program or data held in any computer or to impair the operation of any such program or the reliability of any such data; or
send, communicate, knowingly receive, upload or download data or make any calls in such a way or in such amount that Customer knows or ought reasonably to know will have a material adverse effect on the Sparta Telecom Network (or any part of it) or Sparta Telecom customers.
comply with any Legislation or safety requirement; or
take into account the withdrawal of or a significant change to the technology used to provide the Product.
give Customer as much notice as reasonably practical, and in any event not less than three months’ notice; and
use reasonable endeavours to avoid any material adverse impact on the nature or quality of the Products or any material increase in the Charges.
if Customer fails to make any payment due to Sparta Telecom under the Contract by the due date for payment, Sparta Telecom will have the right to charge interest on the overdue amount at the rate of 4% per cent per annum above the then current HSBC Bank plc base rate accruing on a daily basis from the due date until the date of actual payment of the overdue amount, whether before or after judgment, and compounding quarterly;
if a direct debit is dishonoured or cancelled, Sparta Telecom will have the right to make a reasonable administration charge; and
Sparta Telecom may set off any amount owing to it or its Affiliates by Customer against any amount payable by Sparta Telecom to Customer.
May suspend services immediately until payment is resolved.
Will not be liable for any business loss of sales or profits or any other liability for suspension of service through the customers non payment.
Sparta Telecom may demand immediate payment of all unpaid Charges (whether invoiced or not); and
Customer will remain responsible for all Charges incurred including those exceeding the Credit Limit.
Sparta Telecom is in material breach of the Contract, which if capable of remedy has not been remedied within 30 days of receipt of written notice specifying the breach in reasonable detail and requiring its remedy;
Customer exercises their right of exit in accordance with the Ofcom Business Broadband Speeds Code of Practice; or
the circumstances in Clauses 5.4, 8.7 16.2 or 24.2 arise.
Customer fails to pay any sums due to Sparta Telecom 15th of the month of the date of the invoice;
Customer is in material breach of the Contract, which if capable of remedy has not been remedied within 30 days of receipt of written notice specifying the breach in reasonable detail and requiring its remedy;
Customer makes any voluntary arrangements with its creditors or becomes subject to an administration order or goes into liquidation, whether voluntary or compulsory (other than for the purposes of a solvent reconstruction or amalgamation), or an encumbrancer takes possession of or a receiver is appointed in respect of any of its assets;
Customer fails to give any deposit or security required by Sparta Telecom under Clause 9.2; or
the circumstances in Clause 16.2 arise
Customer sells the business to a new owner and fails to inform Sparta Telecom (Services and line will be ceased)
Customer has given false information in order to obtain services.
Customer is abusive including racial or foul and abusive language, including threats to any member of Sparta Telecom during any call made to us.
Customer who was a limited company dissolves that company and fails to inform Sparta Telecom.
refund any amount in credit on Customer’s account after Sparta Telecom has deducted any amount owed to it by Customer; or
issue an invoice for the amount owed to Sparta Telecom by Customer as at the date of termination.
Sparta Telecom is entitled to terminate the Contract;
Sparta Telecom has reasonable grounds to believe that Customer or an End User is using the Product in breach of Clause 4;
Sparta Telecom or any third party providing equipment or services to Sparta Telecom in connection with the provision of the Product is obliged to comply with an order, instruction or request of government, regulatory authority, emergency services organisation or other competent authority; or
Customer exceeds the Credit Limit under Clause 9 and has not remedied this situation within 5 Business Days of receiving written notice from Sparta Telecom requiring Customer to do so.
Customer is in breach of clause 10.3 (h)
any death or personal injury caused by the negligence of such Party, its agents, subcontractors, officers, directors or employees;
any fraudulent acts or omissions of or fraudulent representations made by such Party, its agents, subcontractors, officers, directors or employees;
any breach of statutory implied terms as to title;
any other liability which cannot be excluded or limited by law;
any indemnity given by such Party in the Contract unless otherwise expressly agreed in writing;
any breach of Clauses 17 or 18; and
any liability to pay the Charges.
indirect, consequential or special loss or damage;
loss of opportunity (whether direct or indirect);
loss of anticipated savings (whether direct or indirect);
loss arising from or damage to a brand, reputation or goodwill (whether direct or indirect);
loss of profit or anticipated profit (whether direct or indirect);
loss of business or contracts (whether direct or indirect);
loss of revenue or anticipated revenue (whether direct or indirect);
loss arising from the loss or degradation of data (whether direct or indirect); and
subject to Clause 22.1, claims brought by or ex-gratia payments made to Customer’s customers or any other third party (whether direct or indirect).
the Recurring Charges paid by Customer under the Contract during the 12 months preceding the claim; and
one thousand pounds (£1,000).
any act or omission of Customer, End Users or Customer’s employees, agents or subcontractors;
any Customer Equipment;
failure by Customer to implement any reasonable instructions issued by Sparta Telecom; or
any suspension of the Product under Clause 11.
the Sparta Telecom Equipment remains the property of Sparta Telecom or its suppliers at all times; and
the Customer Equipment remains the property of Customer at all times.
Customer must clearly identify any Sparta Telecom Equipment at the Site.
not, nor permit any other person, to sell, let, transfer, dispose of, mortgage, charge, modify, repair, service, tamper with, remove or interfere with the Sparta Telecom Equipment or suffer any distress, seizure or execution to be levied against any Sparta Telecom Equipment;
keep the Sparta Telecom Equipment at the Site and stationary at all times;
house, keep and use any Sparta Telecom Equipment in accordance with any written instructions notified to Customer by Sparta Telecom from time to time or, in the absence of such instructions, to the same standard as a reasonable owner of the Sparta Telecom Equipment would if it were their property;
in the case of an emergency, take whatever steps as are reasonably necessary to safeguard the Sparta Telecom Equipment and notify Sparta Telecom as soon as possible of the circumstances of such emergency;
not remove, tamper with or obliterate any words or labels on the Sparta Telecom Equipment or any part thereof; and
permit Sparta Telecom or its agent to inspect, test and maintain the Sparta Telecom Equipment at all reasonable times and on reasonable notice.
Customer indemnifies and promises to pay on demand Sparta Telecom for the costs of repairing or replacing any Sparta Telecom Equipment damaged by Customer’s or End User’s breach of this Clause 13; and
Sparta Telecom will not be liable to Customer for any failure to provide the Product as a result thereof.
require Customer (at Customer’s cost and risk) to immediately return the Sparta Telecom Equipment to Sparta Telecom; or
enter upon any premises with such transport as may be necessary and repossess any Sparta Telecom Equipment.
is or becomes generally available to the public other than as a result of a breach of an obligation under this Clause 17; or
is acquired from a third party who owes no obligation of confidence in respect of the information; or
is or has been independently developed by the recipient without use of the other Party’s Confidential Information.
Notwithstanding Clause 17.1, either Party will be entitled to disclose the Confidential Information of the other Party to a third party to the extent that this is required by any court of competent jurisdiction or by a governmental or regulatory authority, or where there is a legal duty or requirement (other than a contractual duty or requirement) to disclose such Confidential Information.
in the case of Sparta Telecom:
Address: Futures House, The Moakes, Luton, Bedfordshire LU3 3QB Attention: Head of Legal
Email: email@example.com; and
in the case of Customer: using the details set out on the quote attached to these Customer Terms.
if delivered by recorded delivery and signed for during Office Hours on a Business Day, when so delivered; and if delivered by recorded delivery, at the start of Office Hours on the next Business Day;
if sent by first class post, at the start of Office Hours on the second Business Day after posting if posted on a Business Day and at the start of Office Hours on the third Business Day after posting if not posted on a Business Day;
if sent by email, at the time of receiving a successful delivery receipt, provided a confirmatory copy of the notice is sent by first class post within 24 hours of sending the email, and
for the purposes of Clause 10.3(a), at the time of a verbal notification to Customer’s office address.
The expiry or termination of the Contract will not affect any provisions of it as are expressed to operate or have effect after its termination and will be without prejudice to any right of action already accrued to either Party in respect of any breach of the Contract by the other Party.
For any complaints, Customer should refer to the Sparta Telecom Code of Practice, which is found in the Sparta Telecom website.