1. INTERPRETATION
In addition to the definitions and rules of interpretation set out in the Terms, the following definitions apply in each and every Contract which includes the provision of the Services described in this Product Schedule:
“Acceptable Use Policy” means NVT’s acceptable use policy for all or any of the Services, as outlined at clause 5.
“Airtime” means wireless airtime and/or network capacity procured from the relevant network operator.
“Inbound Calls” means calls made to (not from) any telephone numbers comprising the Goods and/or Services.
“Mobile Services” means the provision of all or any of the following, as set out in the Order Form: airtime, equipment, software, GPRS, mobile internet and email access, SMS, SMS land to mobile text messaging service, location based services and/or other wireless services. “Product Schedule” means this Telecommunications Product Schedule, which sets out specific terms applicable to the Services described herein.
“Services” means the provision of telecommunications services, including but not limited to Mobile Services, VOIP Services, and network connectivity services, each as identified in the Order Form.
“Terms” means the General Terms and Conditions For Telecommunications, Mobile and Connectivity Services applicable to the Contract as shown at https://www.nvtgroup.co.uk/, or such other terms and conditions as NVT and the Customer may enter into in writing. “VOIP” means Voice Over Internet Protocol being the use of the internet as the transmission medium for telephone calls by digital means (rather than traditional telephone system based on copper wires carrying analogue data).
2. APPLICATION OF THIS PRODUCT SCHEDULE
2.1 In relation to the provision of the Services set out herein, this Product Schedule shall apply to and be incorporated into the Contract. If there is any inconsistency between this Product Schedule, the General Terms and Conditions For Telecommunications, Mobile and Connectivity Services (Terms) and the terms contained in the Order Form, the following order of prevalence shall apply to the extent of such inconsistency: the Order Form, followed by the Product Schedule, followed by the Terms.
3. MOBILE SERVICES
3.1 The Customer is fully responsible and liable for its use of the Mobile Services. It acknowledges and agrees that NVT has no knowledge of and no liability in respect of any text or picture messages sent to or from the Customer and/or any of its employees, agents, contractors or advisers using any mobile devices comprising the Goods and/or connected to the Services.
3.2 To the extent the Customer is entitled to free Airtime as notified by NVT, the provision of such free Airtime shall be subject to any conditions specified in the Acceptable Use Policy..
3.3 The Customer must promptly notify NVT if any mobile devices and/or SIM cards comprised in the Goods to be delivered by NVT are lost, stolen or damaged. The Customer shall be responsible for paying all Charges (including in respect of Airtime and usage charges) due in relation to any such lost, stolen or damaged mobile devices and/or SIM cards up to the date it notifies NVT of the same. The Customer shall pay all sums due in relation to the provision of replacement mobile devices and/or SIM cards, as specified by NVT.
3.4 The Customer acknowledges and agrees that the availability and quality of Mobile Services via the Customer’s mobile devices may vary by location and the strength of the Customer’s selected network. Information regarding the coverage provided by each network are available from the relevant provider and will also be provided by NVT upon request. NVT cannot accept any liability for loss or diminution of network connectivity as a result of changes or disruption to the network.
4. SERVICE CONDITIONS AND DISCLAIMERS
4.1 The Customer is responsible, at its own cost, for procuring, commissioning and installing any hardware and/or software required to operate the Services, save to the extent expressly stated on the Order Form.
4.2 The Customer acknowledges that NVT does not represent, warrant or guarantee that the Services shall be available without interruption or error free and that the provision of the Services is subject to matters beyond NVT’s reasonable control including, without limitation, the geographic extent of Airtime/network coverage and local geography, topography and/or atmospheric conditions, other physical or electromagnetic interference, number of users, and/or Third Party Suppliers, each of which may affect the provision and/or quality of the Services.
4.3 Where the Customer is provided with telephone number(s) (including any codes) as part of the Services, the Customer acknowledges and agrees that, save as expressly stated in this clause, it will acquire no right, title, interest or claim in or to the same. Without limiting the foregoing, the Customer will have the right to request that such numbers are ported to its new service provider following the expiry or termination of the Contract and NVT shall use reasonable endeavours, to assist the Customer’s selected service provider to do so (but Customer acknowledges and agrees that the porting of such numbers is outside of NVT’s reasonable control and NVT shall have no liability to the Customer in the event that the porting of such numbers is not possible). Where the Customer makes such a request (either to NVT or to the Third Party Supplier direct) to port such numbers to a new service provider, the Customer agrees to pay NVT the sum of £15 per number. NVT reserves the right to change the telephone numbers allocated to the Customer on reasonable notice (where practicable) for operational, technical or regulatory reasons (including where required by a relevant Third Party Supplier).
4.4 In respect of VOIP services, the Customer accepts that: (a) the Customer’s ability to make emergency calls and their priority treatment cannot be guaranteed and that any suspension or interruption of the VOIP service may result in the Customer being unable to make emergency calls; (b) the Customer acknowledges that the VOIP service may sometimes be limited, unavailable or interrupted due to events beyond NVT’s control, such as those specified in clause 18 (Force Majeure) of the Terms
4.5 The Customer shall be responsible for any additional Charges arising from its service requests and/or usage of the Services, including but not limited to facilities, power, bandwidth and/or network capacity above and beyond the entitlement specified in the relevant Order Form.
5. USE OF NETWORK SERVICES
5.1 To the extent that the Services include the provision of network services, including broadband and fibre, the Customer agrees that it shall not via such Services:
5.1.1 post or send the same or similar messages in multiple use net or news groups;
5.1.2 post or send off-topic items to a use net or news group;
5.1.3 send or provide unsolicited commercial messages or communications in any form;
5.1.4 falsify user information;
5.1.5 act in a way which threatens the integrity or security of any computer system;
5.1.6 act with a view to avoiding incurring or paying Charges for its usage;
5.1.7 violate general standards of internet conduct and usage such as denial of service attacks, web-page defacement, and port and network scanning;
5.1.8 disclose passwords;
5.1.9 violate any restrictions on the size of emails;
5.1.10 forge addresses;
5.1.11 share network connections in a manner enabling third parties to access and use such connections; or
5.1.12 act in such a way that may pose a threat to the safety of persons, impede the activities of authorised persons responding to an emergency, or pose a hazard which would impair or prevent the operation or equipment.
6. NVT EQUIPMENT
6.1 To the extent that there is any NVT Equipment in connection with the Services, including but not limited to rented telecommunications handsets, headsets and/or accessories, the Customer shall:
6.1.1 ensure that such NVT Equipment is only used for the purposes of the Services;
6.1.2 not connect any other equipment to the NVT Equipment unless expressly authorised in writing by NVT or its Third Party Supplier;
6.1.3 not tamper with or remove any label on the NVT Equipment;
6.1.4 not (and procure that its users will not) open, disconnect, repair, maintain, modify or remove the NVT Equipment; and
6.1.5 permit NVT and/or its Third Party Supplier to modify, change, add or replace the NVT Equipment or any part of it.
6.2 The Customer will not permit any lien, charge or other restriction or encumbrance to be placed on the NVT Equipment.
6.3 The Customer shall ensure that the NVT Equipment and any equipment used by the Customer in connection with the Services is maintained in good working order and, in the case of any other equipment used by the Customer, that it is suitable for the purposes for which it is used in relation to the Services and conforms to all relevant UK standards or requirements.
6.4 The Customer shall be responsible for insuring any NVT Equipment on its premises against loss or damage from all risks, such insurance to be for an amount equal to the full replacement value of such NVT Equipment.
7 Line Rental Subsidies (LRS) / Credits / Rebates
7.1 Any line rental subsidy, credit or rebate (“LRS”) is offered on the basis that it is funded in whole or in part by commercial arrangements between NVT and the relevant mobile network provider. Where such arrangements continue, NVT will apply the LRS in line with the agreed contract term.
7.2 If the mobile network provider terminates, materially changes, or ceases to pay any ongoing revenue share, commission or other funding on which the LRS is based, or terminates its agreement with NVT, then NVT reserves the right to vary, suspend or withdraw the LRS with immediate effect by written notice to the Customer. In such circumstances, the withdrawal of the LRS shall not constitute a breach of contract.
7.3 LRS payments are applied solely against line rental charges during the applicable contract term, are not transferable or exchangeable, and may not be substituted for any other credits or funds. Any LRS value that remains unused or unclaimed at the end of the contractual period will expire automatically.
7.4 Where the Customer terminates any mobile connection prior to the expiry of the Minimum Service Term or Renewal Term, the Customer shall be subject to a claw-back by NVT Group of any discount that was conditional on the Customer completing the Minimum Service Term or Renewal Term.
8. Equipment / Hardware Fund (Equipment Fund or “EF”)
8.1 Any equipment or hardware fund (“EF”) is provided on the basis that it is supported by commercial funding, incentives or revenue share arrangements with the mobile network provider. The availability and value of the EF are therefore dependent on those arrangements remaining in force.
8.2 Where the relevant mobile network provider terminates its agreement with NVT, materially alters its commercial terms, or ceases to pay ongoing revenue share or other funding, NVT may amend, restrict, suspend or withdraw the EF with immediate effect by written notice to the Customer. Any such action shall not give rise to any right of termination, compensation or claim by the Customer.
8.3 Any EF and any equipment supplied that has been charged to an EF, are supplied by NVT Group in return that the Customer completes the Minimum Service Term or the minimum period of the Terms or corresponding contract with the mobile network provider, as applicable.
8.4 The EF may accrue over the contract term; however, NVT reserves the right to limit any EF usage to the pro-rated value accrued at the point of purchase, based on the elapsed portion of the contract duration. The EF is a standalone fund and cannot be exchanged for line rental subsidies, cash, or other credits. The EF can only be used to purchase mobile hardware from NVT, subject to current stock, availability and lead-times.
8.5 At the end of the Minimum Service Term or the minimum period of the corresponding contract with the mobile network provider, as applicable, should the Customer’s EF be in a negative position then the Customer acknowledges and agrees to NVT Group invoicing the full balance of the negative amount, and to pay that amount in line with NVT Group’s standard payment terms
8.6 Any EF balance that remains unused at the end of the applicable contract term will lapse automatically and is not rolled over into any subsequent contract term unless expressly agreed in writing.
8.7 Where the Customer terminates any mobile connection prior to the expiry of that connection’s Minimum Service Term or Renewal Term, the Customer shall pay to NVT Group a lump sum termination payment calculated as the total amount of the EF initially provided to the Customer at the point of connection or renewal, as applicable, minus any unspent amount currently held by NVT Group.
8.8 Where the Customer terminates any mobile connection prior to the expiry of that connection’s Minimum Service Term or Renewal Term and the EF has been fully utilised by the Customer, the Customer shall pay to NVT Group a lump sum equal to the Hardware Fund provided for the connection(s) in question, based on the value of the EF provided at the commencement of the current Minimum Service Term or Renewal Term, as applicable.
8.9 Where the Customer terminates any connection prior to the expiry of that connection’s Minimum Service Term or Renewal Term and equipment has been supplied either free of charge or at a reduced rate, the Customer shall pay to NVT Group a lump sum equal to the equipment provided for the connection(s) in question, based on the market value of the equipment provided at the commencement of the current Minimum Service Term or Renewal Term, as applicable.
8.10 The sums stipulated in clauses 8.7.8.8 and 8.9 will be charged in addition to any cancellation fees applicable in accordance with clause 3 of the Terms and any contractual early termination fees imposed by either NVT Group, or the applicable mobile network provider in relation to the contract with said mobile network provider, for the remainder of the Minimum Service Term or Renewal Term.
9. REGULATORY COMPLIANCE
9.1 The Customer shall not engage in conduct which amounts to improper or persistent misuse of a public electronic communications network or service within the meaning of sections 127 to 128 of the Communications Act 2003.
9.2 The Customer warrants that it is not as at the Service Commencement Date, and is not aware of any reason that it may be included, on any lists compiled and published by Ofcom of companies and individuals that have caused serious or repeated harm to consumers or of companies and individuals that are under assessment (together the “Consumer Protection Lists”). NVT reserves the right to terminate any Contract and withdraw Services provided the Customer if the Customer appears on any of the Consumer Protection Lists.
9.3 The Customer agrees to indemnify NVT in full and on demand and accepts full responsibility for any loss, damage, costs, expenses or other liability suffered by NVT as a result of any act or omission by the Customer or any of its employees, agents or subcontractors in connection with its or their use of the Goods and/or Services which results in a violation of any applicable laws including, without limitation, any failure to adhere to the rules of the TPS (Telephone Preference Service) and/or CTPS (Corporate Telephone Preference Service), or any requirement under the Privacy and Electronic Communications (EC Directive) Regulations 2003 or the Data Protection Legislation.
10. VARIATION
10.1 NVT may vary the terms of this Product Schedule from time to time (by uploading the revised version at https://www.nvtgroup.co.uk/) and NVT will notify the Customer of such changes, which shall take effect immediately upon receipt of NVT’s notice.