Terms and conditions
The agreement for our telephone numbers, telecoms and VoIP services.
1. Definitions
Words and expressions that appear in these terms and conditions have the following meanings:
- “Account” means the record of all Charges due from the Customer.
- “Agreement” means these terms and conditions in respect of the Services.
- “Alphatalk” means Alphatalk Ltd of Digbeth Court, 162–164 High Street, Deritend, Birmingham B12 0LD (company number 04828811).
- “Associated Company” means [definition to be confirmed].
- “Charges” means the connection fee, service charges, call charges and any other charges payable by the Customer in respect of the Services shown in the Price List or otherwise incurred under this Agreement.
- “Customer” means the party named on the Order as the customer.
- “Order” means the Customer’s order for the Services and any further orders placed by the Customer to which these terms and conditions apply.
- “Price List” means Alphatalk’s current published list of Charges at the time a charge is incurred, which changes from time to time.
- “Services” means the telephone numbers, telecommunications and other services made available to the Customer by Alphatalk from time to time.
- “Telecommunications Network” means the public telecommunications system by which the Services are made available and the telecommunications system operated by any telecommunications system operator.
- “Telephone Number” means the telephone number allocated to the Customer in the provision of the Services, which enables access to the Services.
2. Agreement
- 2.1The parties to this Agreement are Alphatalk and the Customer.
- 2.2Alphatalk may treat each of the Services as a separate contract. These conditions continue to apply to any remaining or new Service despite the non-availability, suspension or termination of any individual Service, unless Alphatalk tells the Customer otherwise in writing.
- 2.3Alphatalk reserves the right to impose a monthly financial limit on Charges and may require a pre-payment. If a pre-payment is required, the Customer is responsible for making sure it covers accrued calls and Charges remaining unpaid from time to time, whether invoiced or not.
- 2.4The Customer agrees with Alphatalk (on its own behalf and as agent for every Associated Company) that, as additional consideration for Alphatalk entering into this Agreement, the standard terms and conditions in Sections 1 to 14 (inclusive) apply to all other agreements previously made by the Customer with Alphatalk or any Associated Company, in substitution for any other standard terms to which those agreements are subject. This clause does not apply to any agreement for premium rate services.
- 2.5All numbers and services ported from other carriers are provided on a fixed-price, fixed-term contract for three years from the date of connection. For Alphatalk’s own range of numbers the contract period rolls over quarterly.
- 2.6All new connections of numbers or services are for a minimum term of three months from the date of first connection.
- 2.7All numbers are leased to the Customer and are owned by Alphatalk.
3. Termination
- 3.1If the Customer wishes to end one or more of the Services, they must give Alphatalk one month’s written notice.
- 3.2Alphatalk may end any of the Services by giving the Customer at least 14 days’ prior written notice, to expire at any time.
4. Provision of services
- 4.1Alphatalk will make reasonable efforts to make the Services available at all times. However, the quality and availability of the Services may be affected by factors outside Alphatalk’s control, such as (without limitation) fire, flood, land heave and subsidence, physical obstruction, atmospheric conditions, acts of God, industrial action, default or failure of a third party, or government action, and Alphatalk has no liability for losses, costs or inconvenience caused by any of them. The Services may also be affected by faults in the Telecommunications Network, and Alphatalk has no liability to the Customer to the extent that the Services are unavailable or impaired as a result.
- 4.2The Customer must not use the Services for any improper or fraudulent purpose; to transmit any material that is, or is intended to be, a hoax call to the emergency services, or that is defamatory, offensive, abusive, obscene or menacing; in any way that is or may be a criminal act or an infringement of the rights of any person, firm or company (including rights of confidentiality and copyright) or a breach of an obligation owed to any third party; or in any way that will or may injure or damage any person or property or impair the quality of the Services.
- 4.3The Customer must not advertise any Telephone Number or any of the other Services in or on a public telephone box.
- 4.4The Customer must tell Alphatalk in writing, at least 14 days in advance, of any period in which (and the extent to which) any Telephone Number is likely to receive large numbers of simultaneous calls, so that Alphatalk can notify the relevant telecommunications system operator under its agreement with that operator.
- 4.5A promotional offer can only be applied once to a number or service at any given time.
- 4.6Where a chargeable service and a free or discounted service are provided as a pair, and the chargeable service is cancelled, an appropriate charge will be applied to the free or discounted service.
5. Calling a personal number
- 5.1Alphatalk cannot be held responsible if any network provider fails to give access to a personal number.
- 5.2Personal numbers can be dialled from the majority of UK telecoms providers, but some smaller networks have not yet enabled them. This also applies to international networks.
6. Charges and payment
Charges are shown on the Price List. Prices are always quoted exclusive of VAT.
- 6.1Payment is due when the Customer receives the bill. If payment is not made by the due date, Alphatalk may suspend or cancel the Service and charge a reconnection fee, or interest on all sums outstanding at 5% above the base rate of Lloyds Bank plc.
- 6.2Alphatalk may take all sums payable under this Agreement by direct debit, standing order or card on or after the due date, and may take all sums payable to it under any other agreement with the Customer on or after the respective due date.
- 6.3If the Customer wishes to dispute any charge on a bill, they must tell Alphatalk in writing within 14 days of the date of the bill; otherwise the Customer is deemed to have accepted that the bill is correct.
- 6.4The Customer must check the call charges that apply before making a call to any destination.
7. Our liability
- 7.1Alphatalk accepts liability without limit for death or personal injury resulting from its negligence, and for any breach of an obligation implied by law to use reasonable care and skill in providing the Services where that liability cannot lawfully be excluded. Alphatalk also accepts liability up to a maximum of £1,000.00 for direct physical damage to, or loss of, property resulting from its negligence.
- 7.2The Customer must notify Alphatalk of any claim as soon as reasonably practicable and, in particular, within ten days of suffering any alleged physical damage to or loss of property.
- 7.3The Customer must cooperate fully with Alphatalk and provide all the information Alphatalk needs to consider any claim.
- 7.4The Customer acknowledges that Alphatalk cannot reasonably foresee the consequences to the Customer of any difficulties in using or operating the Services, and agrees that this Section 7 sets out Alphatalk’s entire liability to the Customer (including liability for negligence). Except as set out above, Alphatalk is not liable for any loss, damage or injury to the Customer, whether direct or indirect, consequential or contingent, and whether foreseeable or not. Without limiting the foregoing, Alphatalk is not liable for any loss of business, profit, savings, revenue, use or goodwill. All other statutory, express, implied or collateral terms, conditions or warranties are excluded to the fullest extent permitted by law.
- 7.5Alphatalk is not liable if it is unable to perform an obligation or provide the Services because of any factor outside its control, including the non-performance, bankruptcy or liquidation of any third party that Alphatalk relies on, directly or indirectly, to make any of the Services available in whole or in part.
- 7.6The Customer must indemnify Alphatalk against any claims, costs and legal fees Alphatalk incurs as a result of the Customer’s breach of this Agreement.
8. Suspension of services
- 8.1Alphatalk may suspend the Services in whole or in part, or disconnect the Telephone Numbers, at any time without notice and without any liability to compensate the Customer, if:
- the Telecommunications Network, or any part of it, breaks down or needs modification or maintenance;
- any third party providing services to Alphatalk fails, or is unable or unwilling for any reason, to continue to provide them;
- the Customer is in breach of this Agreement or any other agreement with Alphatalk, or exceeds (or Alphatalk reasonably believes has exceeded) any financial limit imposed under this Agreement; or
- the Customer acts in a way that, in Alphatalk’s reasonable opinion, may jeopardise or impair the operation of the Services or any part of the Telecommunications Network.
- 8.2The Customer remains liable for all Charges during any period of suspension.
- 8.3Alphatalk reserves the right to charge for any reconnection and to apply different payment terms as a condition of reconnection, except where the telecommunications system has broken down or needed modification or maintenance.
- 8.4If the Customer is in breach of this Agreement or any other agreement with Alphatalk, the Customer agrees that Alphatalk may suspend any service provided under that other agreement, or disconnect any telephone numbers supplied under it, at any time without notice and without any liability to compensate the Customer.
9. When the agreement ends
- 9.1Alphatalk may end this Agreement (including, but not limited to, for failure to pay the recurring service charges and any other Charges by the due dates), and may end any other agreement with the Customer in whole or in part, immediately by written notice and without any liability to compensate the Customer, if:
- the Customer is in breach of this Agreement or any other agreement with Alphatalk and does not remedy the breach within 7 days of written notice specifying the breach;
- the Customer makes or offers any arrangement or composition with its creditors, commits any act of bankruptcy, has a bankruptcy petition presented or order made against it, passes a resolution to wind up (if a company), has a receiver appointed over all or any part of its assets, or suffers any similar event, or Alphatalk reasonably anticipates that any of these is imminent; or
- any authorisation, number allocation, licence or agreement that allows Alphatalk to run, offer, supply, provide or connect the Services, directly or indirectly (whether under the Communications Act 2003, the Wireless Telegraphy Act 2006 or otherwise) is revoked, terminated, suspended or modified for any reason in whole or in part.
- 9.2If either the Customer or Alphatalk ends this Agreement or any other agreement between them for any reason (other than the expiry or loss of an authorisation described in 9.1(c)), the Customer must pay all outstanding Charges on the Account, including outstanding service charges. When the Agreement ends, the Customer loses all rights to the numbers and services supplied, and Alphatalk may, at its sole discretion, supply those numbers or services to any other customer under a separate agreement.
10. General
- 10.1This Agreement is the complete and exclusive statement of the agreement between Alphatalk and the Customer. It supersedes all prior understandings or arrangements, whether oral or written, and all representations or other communications between them.
- 10.2Alphatalk is not responsible for any false or misleading information given by a dealer, agent or other representative or intermediary.
- 10.3Alphatalk and its agents are not responsible for any alphanumeric interpretation of number combinations; any such derivation is the Customer’s sole responsibility. Telephone keypads increasingly follow the international standard ITU-T E.161, but not all telephones do.
- 10.4Alphatalk may vary these terms and conditions if it considers that changes to legislation, statutory instruments, other government regulation, networks or licences make it desirable. Alphatalk may vary its Charges at any time by giving the Customer 30 days’ notice.
- 10.5Alphatalk may port any Telephone Number or Service to any other telecommunications system operator if and when it sees fit, and the Customer agrees not to object.
- 10.6Payphone levy: some providers, such as BT, add a surcharge to calls made from their payphones to 0800 freephone numbers. This levy is charged to Alphatalk for any service it provides and will be passed on to the 0800 number holder.
- 10.7All usage charges are calculated from data supplied by the telecommunications system operator, not from data supplied by the Customer.
- 10.8The Customer may not assign, or try to assign, any of its rights and responsibilities under this Agreement. Alphatalk may assign any or all of its rights and obligations without the Customer’s consent.
- 10.9Alphatalk reserves the right to introduce a charge for a number that was previously free, six months after connection, if the volume of calls received on that number is too small for Alphatalk to keep operating it viably.
11. Sale or transfer
- 11.1Telephone Numbers are not transferable without Alphatalk’s express written consent. If consent is given, the Customer must pay an administration charge of £75.00 plus VAT. The transfer is also subject to the receiving carrier.
- 11.2The Customer agrees that Alphatalk may disclose information about this Agreement and the Account to any telecommunications company, debt collection agency, credit reference agency or financial institution, as described in our privacy policy.
12. VoIP services
- 12.1Alphatalk may provide limited telephone support on internet-related issues at the Customer’s request. The Customer is responsible for maintaining its network with any third-party provider. Alphatalk is not responsible for internet services or their support.
- 12.2VoIP services must be used for normal office purposes by a human employee. Autodialling, automated marketing or any other automatic calls, revenue-generating calls, fraudulent calls and illegal use are not permitted. If the Services are used in these ways, the Customer is liable for any costs incurred by Alphatalk or its suppliers.
- 12.3The Customer is responsible for keeping its phone system, mobile apps and any related software or devices secure, and for the cost of all calls made from its system, software or devices.
- 12.4Where call bundles apply, they include only calls to UK landlines and major UK mobile networks, as stated in the specific contract. Bundles never include calls to premium rate, adult, international or virtual numbers, or to any other service that carries a call charge; calls to small or offshore mobile networks; calls to revenue-generating numbers; or calls to recorded marketing or other announcements. The Customer must pay any charges incurred by Alphatalk from its carrier for calls the Customer makes outside the bundle, whether to an excluded number or over the bundle’s limit.
- 12.5The Customer must not attempt to defraud Alphatalk by any method, or use or commission the Services with the intention of causing financial loss to Alphatalk or its suppliers, and must indemnify Alphatalk and its suppliers against any such loss. Calls to a number that could generate revenue for the Customer or its associates, or for the holder of the number called, are not permitted and are not included in call bundles.
- 12.6If there is a fault or downtime, Alphatalk will try to restore the Services as soon as possible. Alphatalk is not responsible for disruption caused by internet failure, software faults, device faults, server faults or any other faults in its network or supply chain. The maximum compensation Alphatalk will offer is the service charge for the period of downtime. A Customer running critical infrastructure is responsible for maintaining an appropriate backup service. Under no circumstances is Alphatalk liable for any loss of business or any other loss, financial or otherwise, to the Customer or its employees.
- 12.7Emergency calls may work on VoIP numbers, but because of the virtual nature of the service Alphatalk cannot guarantee that they will. In an emergency the Customer should use a mobile phone or another line where possible. The Customer should test the system and take appropriate safety precautions. [999/112 wording to be reviewed: see notes]
13. Regulatory
- 13.1Alphatalk may also vary the terms and conditions of this Agreement if new legislation, statutory instruments or other government regulations or licences make it necessary. Alphatalk is not responsible for any prefix or other numbering changes imposed by Ofcom or any other regulatory body.
- 13.2Alphatalk will send all bills and notices under this Agreement to the last known Account address. The Customer must tell Alphatalk immediately of any change to this address.
- 13.3Any bill or notice from Alphatalk is deemed received within 48 hours of posting.
14. No waiver and governing law
- 14.1Any waiver, concession or extra time allowed by Alphatalk is limited to the specific circumstances in which it was given and does not affect Alphatalk’s rights under this Agreement in any other way.
- 14.2This Agreement is governed by and construed in accordance with the laws of England and Wales and is subject to the jurisdiction of the English courts.
- 14.3If any part of this Agreement is invalid, unenforceable or illegal, the rest of the Agreement continues in force.
Alphatalk Ltd
Digbeth Court, 162–164 High Street, Deritend, Birmingham B12 0LD
Email: info@alphatalk.com · Phone: 0207 177 5000