“Customer equipment or equipment” means the telecom equipment, telephone system or computer accessories that the client uses to connect to the telecommunications service provided by Connect In Cloud or CIC, whether this service is a telephone line, internet connection or a telephone call or data call routing service, carried over a telephone line or internet connection at the clients sites.

“Connect In Cloud” or “The Company” or “us” or “we” is CIC, Company Registration number 00000 registered in England at Paul Mall Street, London, IG1 3BB

“Client”, “You” or “Your” means the person(s), company or organisation with whom Connect In Cloud contracts to provide the service.

“Service” means the telephone line, phone call or internet connection and any other services provided by Connect In Cloud.

“BT” should read as British Telecom Plc a Network Service Provider.

“Conditions” these terms and conditions for Connect In Cloud service

“Agreement” is the contract.

“Free connection or connected for free” this is where Connect In Cloud (CIC) waive (partially or wholly) the connection charges that would normally have been payable by the client for the delivery of new telephone lines at the clients premises in lieu of an extended contract term.

“Service Provider” is a business that manages and controls for the telecom and internet services to clients however may not offer the network service directly.

“Network Services” are telecommunication services that can include lines, calls and features such a call deviation, call barring and caller identification that are provided to the customer at their spaces of business either directly by cables or indirectly by wireless radio connections.

“Network Service Provider” is the telecommunications or internet Service Provider that provides the connection of the telecommunication service to the client sites and carries the call or data traffic across it either partly or solely.

“The commencement date” of this contract is the date that it was signed by the client.

“The effective date” is the date that the network services were connected by CIC on behalf of the network services provider and were declared functioning by the network services provider.  Where multiple services are offered each one shall have its own effective date.

“Anniversary renewal period” is an additional twelve-month term (unless stated otherwise) automatically added to the original contract or agreement term because CIC had not received notification from the client within the stated notice period that they wanted to finish the contract.

“Hacking” is an interference into the client’s equipment by an illegal third party through electronic means.  Usually, the client’s telecommunication or computer equipment could be handled by remote access to make unauthorised calls or internet connections.

“Telecommunication ACT” is any law passed in the UK that orders the use of telecommunication services.

“Code of practice” is an OFCOM obligation that a Service Provider has a code of conduct for resolving disagreements and sales and marketing practices.  These Codes are accessible on request and our website.

“Schedule of services” is a list of all the telephone numbers that show each of the services incorporated in this contract.

“Bundles” is a deal of time in minutes of calls purchased in advance which can be of several sorts of calls.

“EAD” is Ethernet access direct and Openreach provided fibre service connecting two buildings.

“EFM” is Ethernet first mile an analogue copper line-based product combined to build an Ethernet-based remote circuit.

“Private circuit” is a leased line type of circuit exclusively connected to a business customer’s premises for their sole use.

“Ethernet over FTTC” (EoFTTC) is a broadband end connection from the local cabinet to the customer’s premises which is successively connected to a private circuit to give a low cost, a high-class connection of a private circuit to a client site.

“Voice over IP” is meant an internet protocol-based telecoms service.

1. This contract/agreement covers all services provided by Connect In Clouds. It changes any other oral or written contract/agreement we have with you for the services. Any modifications to this contract/agreement will be made in writing and signed by the customer and agreed uponby a Director of Connect In Cloud.
2. This Contract/agreement will start from the commencing date that the customer signed the agreement, and the minimum term or phase of the contract shall start on the effective date our services were first made accessible for you to use by the Network Service Provider or installers.

iii. Whichever party may end this contract/agreement if the other breaks the terms of this agreement and after written notice does not remedy the breach within 14 days. If the other is incapable to pay its arrears as stated in section S123 of the bankruptcy act 1986. If a receiver (or professional related to bankruptcy) is selected to manage all or some of the other assets or procedures (other than for the aim of amalgamation). If the other enters into any arrangement or composition with its creditors or a court or creditor appoints a receiver, administrator or makes a winding up or insolvency order against the other.

1. Upon the ending of this contract/agreement all services will normally be allowed to continue in service unless the client has conveyed a wish to dismiss the services forthwith on the end date.
2. Where several services are confined within this agreement, each service shall have its own operational date.
3. Connect In Cloud may vary the terms of this agreement by writing to you at your sites giving not less than twenty eight days’ notice. In such cases you have the right to reject the modified terms by writing to us as per section 5 of this agreement.

vii. Breakdown by either party to practise or enforce any right presented by this contract/agreement shall not be deemed to be a waiver of any such right nor operate so as to block the use nor enforcement thereof, or any other right on any later occasion.

viii. Any provision of this contract which is stated annulled or unenforceable by any competent authority or court shall to the extent of such invalidity or unenforceability be deemed severable and shall not affect the other provisions of this agreement which shall continue unchanged.

1. Connect In Cloud’s soft terms policy applies to this agreement. This allows the client to end a line they no longer require due to redundancy of need, transfer their services to new premises or upgrade their services to a new type and transmission the balance of the term of the agreement without dismissing the agreement and paying a fine.

1. You agree that Connect In Cloud has the power to represent you when dealing with your current Network Service Providers for the purpose of relocating any services in connection with this agreement.If the customer suffers a loss of service beyond the Service Level Agreement terms to repair the service (provided by the relevant Service Provider) the client may claim compensation of 50% of the monthly line fee for each full day that the fault surpasses the target repair date, for a maximum of 14 days. Where the client accepts provisional change and provision of the service to partially restore the service, it is deemed the client has waived its claim to the compensation for loss of service. Should the client feel the loss of service would adversely affect their operation to such an extent that the compensation offered by Connect In Cloud is not adequate, they should approve the provision of back- up services and higher reimbursement levels in a separate contract than those contained herein.  The maximum liability for any one or series of service failures or negligence by Connect In Cloud under this agreement shall be limited to five thousand pounds.
2. We will make every effort to make the services available to you, but owing to the nature of telecom networks, it is difficult to provide a fault free service and the excellence of the services depends on the network run by the Network Service Provider to which you are connected. It is your obligation to make sure your equipment is in working order so as to enable the provision of our services. At your request we will re-programme or programme any telecommunication equipment in your control to make the service effective; nevertheless, we will not be responsible for any damage or loss as an outcome of any problems arising from the programming of client’s equipment.
3. All numbers allotted to you in advance of the effective service date are temporary and cannot be promised until the service has become effective. Connect In Cloud is not responsible for any costs of republishing information, publicity or other forms of media planned in advance of the actual date of the service.

iii. You are needed to notify us of any likely threats or risks that are present on site prior to the preparation of a Network Service Provider’s Engineers appointment.

Upon notification of a fault by you, we will apply the measures laid down in the Network Service Providers, service level agreement, to report and repair any fault.

1. If your service fails and this is subsequently found to be due to your equipment or error in using the service, then you approve to pay for any costs that may occur or from calling out the Service Provider’s Engineers to remedy the suspected fault.
2. You agree that Connect In Cloud has the authority to organise the transfer of line rentals and call services from other Service Providers to Connect In Cloud upon agreeing to these terms and conditions.

vii. Where phone numbers are assigned to you, you have no right to sell or to agree to allocate the number provided to you for use with the service.

Viii. Every phone line can be entered into the national phone book and into various catalogue query services.  Unless else specified, all phone numbers provided will be added into a customary directory.  You must inform us of any directory entries you want and the style in which they are to be displayed.  We may ask the phone book administrators to contact you straight in connection with these services should you have specific requirements.  Charges are levied for additional directory services which will be presented on demand.

• Connect In Cloud accepts no liability or responsibility for the customer being in breach of contract or for administration or termination charges and penalties levied by other Service Providers to you, as a direct result of the transfer of your services to Connect In Clods. In the result of you not wanting to proceed with this agreement because you are in breach of contract or will incur substantial termination charges or fines by existing Service Providers, Connect In Cloud will suspend the start of the agreement for up to twelve months so that you can terminate the said contract/agreements by giving the proper notice. Where the current agreements have longer than twelve months to run you agree to pay Connect In Clouds expenses of five hundred pounds plus the cost of any transfer fees levied by Service Providers in transferring the services to Connect In Clouds.
• Where the telephone number agreed by the client describing the service (written on the description of services on the front pages of this agreement) is only one of the numbers related to that service, it is considered that all the other numbers associated with that service are included in this agreement.

xii. Where a Network Service Provider carries out an installation or provides a service to the client (that the customer ordered from Connect In Cloud) that causes interruption to the client’s business or damage to other services or equipment the customer is using, it is agreed that Connect In Cloud cannot be held responsible for any resulting losses or damages caused by the Network Service Provider.  Connect In Cloud will offer realistic assistance in applying for any reimbursement due to the network service provider.

xiii. Where a service is provided by a Service Provider and that Service Provider has a service level agreement, the service will be believed to be subject to the service assurances contained within it.  Connect In Cloud will offer the Client all such documents upon request.  Unless stated otherwise in the appropriate Service Level Agreements, the service will normally be fixed within 48 hours starting the day after the fault was reported, acknowledged and accepted by client’s Service Provider and a fault reference is given for future reference.  Where the fault was not recognised or rejected by the Service Provider, the fault will be believed to have commenced at the time the fault reference was actually given.  Where the fault is believed beyond the reasonable control of the Service Provider the client admits that the fault will be fixed in an unknown time period and no return for the loss of service or business will be outstanding.

xiv. Where new services are to be provided by a Service Provider on behalf of Connect In Cloud the client accepts that all new installations are subject to survey by the Network Service Provider and there may be unexpected delays in providing the Network Service and Connect In Clouds are not responsible for the loss of business or any responsibility for recompensing the client.  Where the Service Provider offers reimbursement for the loss, delay, or interruption of the service, upon request by the customer, Connect In Cloud will claim any compensation due and payable to the client in full.  The maximum responsibility in all cases for delayed installations is limited to one thousand five hundred pounds for any one or series of delays and interruption in service.

xvi. You must approve NOT to use the services as means of transferring any material that is aggressive, offensive or of an abusive, obscene or menacing nature or to cause the denial of service or pain to another party.

1. Where Connect In Cloud provides the client with invoice credits covering the partial or entire cost of telecom equipment and telephone systems in favour of an extended term for their maintenance and call service, the equipment shall remain the property of Connect In Cloud until all the payments due under the extended term are received. The client must pay all maintenance and call charges due over the full minimum term, to avoid paying the normal charges listed for the equipment, that was subsequently credited on the contract.
2. Notwithstanding any other term under this contract, it is agreed that the client will pay Connect In Cloud for the cost of the equipment even if they no longer require the equipment or maintenance services.

iii. The client must assure the equipment at the value specified upon the contract.  Connect In Cloud will offer insurance for the equipment and charge therefore if the client does not offer an alternative policy showing Connect In Cloud that the equipment is fully covered as an item upon the client’s own insurance at full value.

1. Save as specifically provided in this agreement (including any part) there are no other situations, warranties (express or implied) concerning the services and any condition or warranty implied by law including by the Sale of Goods Act 1979 and the Supply of Goods and Services Act 1982 are expressly omitted. The client expressly confirms that it is not relying on any warranty, condition or representation not contained in this contract.

1. We will send our first invoice shortly after providing the service and then at regular breaks, usually month-long, occasionally we may send an invoice at a different time.
2. We will calculate your monthly invoice using the prices/tariff agreed on the tariff sheet prevailing at the time the contract was signed and the services we provide to you. Unless otherwise stated all calls are rounded up to the nearest second and all charging is rounded up to the nearest full penny. Where packages of minutes of calls are pre-purchased for a fixed monthly fee the use of those minutes by the customer and any subsequent minutes used beyond the bundle minutes, will be charged at Connect In Cloud’s standard call price list applicable at the time.

iii. We reserve the right to increase or decrease our charges and/or introduce new charges from time to time. It is foreseen that most service providers will levy an annual inflationary increase equivalent to the Retail price index each year and Connect In Cloud will increase the service by the said RPI each year as part of this agreement. If we increase any of our charges by more than the RPI, we will give you at least fourteen days prior notice and, in such conditions, you may write to us rejecting the increase until the end of the minimum term before any increase takes place.

1. We reserve the right to make changes to these terms and/or introduce new terms from time to time if there are changes to the law or alterations to the terms and conditions upon which the CIC can get services from different Network Service Providers and these changes to the operation of the service are beyond our reasonable control or the service is kept or changed.
2. The charges for the services contained in your month-long statement are planned using call records provided by the Network Service Providers. In the event of any disagreement the call data provided by the Network Service Provider will be audited by them and upon that audit confirming the data as correct, the Network Service Providers records shall be considered accurate to produce an interim bill until such times that the call records can consequently to be proven inaccurate. The timed and dated call records produced by the Network Service Provider, deemed to be made from the client’s premises because the client’s phone number is recorded as the source of the call, shall be conclusive evidence that the call has been made by the customers’ equipment, and the customer shall pay Connect In Cloud for the calls until such times that the clients can prove else.
3. Connect In Cloud may decide to set a credit limit on your account at any time. It may be likely for you to pay a credit should you wish this limit to be increased; this will be the sole discretion of a Connect In Cloud director.

vii. If Connect In Cloud only delivers a calls service then you are responsible to pay other service charges to your Network Service Provider.

viii. Invoices will be sent to the address the lines are provided unless requested else.

1. You are responsible to pay the cost of calls made on this service howsoever started whether freely or routinely made by a computer or customer equipment. This includes unofficial calls made on your services without your agreement by means of faulty equipment, fraud, theft, malicious use by an authorised or illegal person or by hacking.
2. It is settled that any disagreement or inquiry about the charges made under this contract must be made in writing within thirty days of the date of the invoice. Any disagreement or query lodged thereafter must be made in wiring to us and no sums may be offset against money owing to us under this contract.
3. Where the client disputes any charges on the bill they may not offset any amount greater than the sum of the disputed overcharge and all other amounts must be paid by the due date.

xii. Where a billing dispute cannot be fixed the client should refer to Connect In Cloud’s Code of Practice for dispute resolution available on our website at www.connectinloud.co.uk or accessible in writing from our offices upon demand.

xiii. Where the client has been given a discount for a service-based upon BT’s or other Service Providers list prices for the service and BT or other Service Provider increase the charges linked with that service, it is agreed that the same discount will apply during the contract and the increased charges will automatically apply from the date of the increase.  Moreover, it is agreed where BT or other Service Provider cut the list price of the service the charges will decrease by the same.

xiv. If the client does not make a payment for an invoice within 60 days of the date of the invoice and the invoice is not the subject of any dispute between the client and Connect In Cloud, it is agreed that a late payment charge of ten pounds may be added to the client’s next month’s invoice.

4. The normal method of payment under this contract is by direct debit. With the exemption of public sector clients, all other clients agree to pay Connect In Cloud by this process or pay a surcharge of 3% on all billed services or a payment fee of £4.50 per bill whichever is the greater amount.

xvi. If the Service Provider who provides the client’s line service raises the wholesale price of that line service it is agreed that the customer will pay Connect In Cloud an increase of an equal amount in proportion terms.  Connect In Cloud will write to the client informing them of the increase in charges within 28 days of the planned increase.  If the client refuses to accept the increase in charges within 14 days of the planned increase date, then the client has the right to cancel the agreement repaying any line connection charges and tools offered at no fee.

xvii. Where we provide a broadband service a fair usage limit may be agreed of how much data transfer in Gb will be allowed free of any charges. If there is no limit define, then it is believed to be a light usage version with a 40Gb data transfer limit. If stated else the term “unlimited” would mean 500 Gb of data transfer. The cost of additional use over the fair usage data transfer limit is charged at £1 per Gb or £25 per 50Gb where the additional usage is pre-arranged.  The usage limit is set on a calendar month basis and no allowance is made for under usage in earlier months.

1. There is a minimum term or term set out on the quote usually detailed in months or quarters. The contract starts from the commencement date of the signature on the front page of this contract. The minimum term will commence on the active date of the service being provided and will continue until ended in writing giving the appropriate notice period see 5 ii herein.
2. For clients with more than ten employees at the time of signature, this contract provides continuous service and will automatically renew. Unless stated otherwise at the point of the signature it will continue for another twelve months on the completion of the initial minimum period, unless the client writes to Connect In Cloud giving at least thirty days’ notice (in writing, by recorded delivery to our offices) expiring upon the anniversary of the effective date of the service commencing. The client is entitled to apply for a review of their charges under the agreement when entering a new contract term, in line with Connect In Cloud’s current charging policy for new clients, ensuring the new term has benefits for the client. Where no decreases in price were offered to new clients, it has been deemed a 2% discount shall be awarded as a minimum improvement in price.  For clients with less than ten employees, we only require 30 days’ notice to cease or transfer a line or broadband service after the expiry of the minimum term unless the service is for a private circuit or leased line whereupon the Company will specify the renewal terms at the point of signature and only where the Company is held to longer renewal period by its wholesale supplier, will we need twelve months’ notice after the renewal of the minimum term anniversary.

iii. Without partiality to the rights of the parties under this contract, either party may end this contract by giving a minimum of thirty days written notice before the finishing of the anniversary of the start date and have finished the agreed minimum contract period.  Wholly unpaid line rental charges and call or usage charges must be paid.  Under current handover processes, the client must arrange for the transfer of the services to their new provider at least ten working days before the anniversary renewal start date after having given notice within 30 days as defined herein.  Despite satisfactory notice being given, services not transferred before the anniversary renewal date, are responsible for termination charges described herein.

1. If you stop any of the services within this contract before they are made available to you on the start date, because you have changed your order and do not need them in the first place and are not planning to source similar services from another Service Provider, you may still be responsible to pay elimination charges if you do not give sufficient notice. You must give at least 14 days’ notice in writing to stop any of the services under this contract prior to the effective date to avoid cancellation charges. If you have permitted any Network Service Providers to connect any cabling or equipment to your premises after the agreement has been signed, you will be responsible to pay cancellation charges up to the value of the normal connection charges levied by the Network Service Provider and one year’s service rental fees due under the contract.
2. Where a free connection of a line service has been provided to the client and the connection charges abandoned at the time of connection, the reduced connection charges must be paid in full if the cancellation of the contract is before the end of the minimum terms approved as part of that service. Where the client has had equipment provided at no charge the equipment provided must be paid for at the value specified on the contract should the client wish to cancel the contract.

1. If you agree to transfer any of the calls, line, broadband or other types of services within this agreement to another Service Provider before the end of the minimum term that has been agreed or before the end of an annual renewal period, you will be responsible to pay termination charges. These termination charges consist of all the service or line rental payments due until the end of the agreed term (a discount will be applied where Connect In Cloud no longer has to pay any wholesale expenses after the service is transferred), furthermore, the client will repay Connect In Cloud any connection charges that were waived or discounted at the time of connecting the service or commencement of the contract, also an administration fee of 300 pounds and finally compensation of fifty percent of the estimated call spend (to represent the loss of profit for the remaining term of the contract), based upon the average spend in the last three months of the services involved, before the requested end or handover date.
2. Connect In Cloud may require a deposit from the client before transferring the service to another Service Provider to cover the cost of phone calls and line rental not yet billed to the client. Unused deposits will be refunded within 90 days of the final bill issued to the client from Connect In Cloud.

iii. Where the client partly transfers the call element of this service to another Service Provider (after previously using services supplied by Connect In Cloud), the client must reimburse the CIC for 50 percent of the lost call revenue that would have been due under the remaining term of the contract (based upon the average of the last three months call revenue before the call traffic being converted to the other Service Provider).

Without hurting the partiality to the rights of the parties under this contract, where a client has not had a free connection of their Openreach analogue or ISDN lines and has no more use of a line service as they no longer need it and

– are not moving sites to another location whereupon they could continue the use of the service with Connect In Cloud

– are not porting the telephone numbers to another Service Provider using another product like VoIP.

Connect In Cloud permits the client the select to terminate the ISDN line or analogue line service and ceasing the use of the number constantly before the expiry of the minimum period and pay no further rentals.

This easement can only be used in situations where the client has no need for the service any longer and is not transferring it to a VoIP based service from another Service Provider.

1. You are allowed to transfer your lines to another premise and transfer the agreement to provide the services in your new premises with Connect In Cloud, at any time before the expiry date of your contract (see IV herein) but where you have taken a free connection and had the connection charges reduced in favour of an lengthy minimum period, whereby you will be required to settle the agreement by repaying a fair proportion of the connection charges. The time frame of the minimum period and early termination charge applies to all phone line and fixed line call packages where we moved the services from alternative Service Provider. This deal does not apply to private circuits, EFM, Ethernet over FTTC and EAD products.
2. Where the client demanded the transfer of the services with Connect In Cloud, all the services transferred or connected to the new premises by Connect In Cloud shall be believed to be covered by this agreement. If the client elects not to use Connect In Cloud for any the services at the new premises that are the equivalent service that they had at their current premises, then the parties agree that this constitutes transferring the service to another Service Provider as detailed in section 5 of this
3. Where the services differ from the original services in the phone numbers used, amount and type, the new services shall be cut-rate at the same level as the previous services until the expiry of the minimum term of the contract.
4. You will have to pay Connect In Cloud for the connection charges for the services at your new premises at the Network Service Providers published rates. These charges will be cited to you well in advance of your transfer.
5. If you have an unexpired “free connection agreement” and wish to move before the end of the minimum term and take-out equivalent services at your new sites, then all you will have to refund is a fair proportion of the waived connection charges that were given as free. You can then take out a new free connection contract at the new sites.

1. Where the client wishes to upgrade their services to a new type they may do so at any time. The client must pay any connection charges due to the new service. The contract will transfer to the new upgraded service until the expiry date or for 12 months whichever is greater.
2. Where the client has had the service-connected and in service in total for less than twelve months by any Service Provider (s), they will have to pay the outstanding rentals to the end of the 12 months if they wish upgrading before then. The limit of the minimum term and early termination charge applies to all phone line and fixed-line call plans where we moved the services from another Service Provider. This plan does not apply to private circuits, EFM, Ethernet over FTTC and EAD products.

1. Without partiality we have the right to suspend the delivery of services straightway without telling you or without notice if:

We believe our service is being used in an unlawful way or for illegal activities or

You fail to pay any of our charges when outstanding

Or

You commit a substantive breach of this contract

Or

Your credit limit is surpassed

Or

We are aware or believe that you have entered into this contract deceitfully

Or

You cancel or your direct debit instruction is declined without prior written notice from you

Or

You do anything to imitate the operation of our services

1. If we have not received reimbursement of your bill we may agree to suspend/disconnect your service. Usual monthly rental will continue to be charged during any period of discontinuation. You will be charged a fee for re-joining the service of 25 pounds plus VAT.

1. This contract is governed by the laws of England where your principal address is located in England, Wales or Northern Ireland and by Scottish law where your main address is located in Scotland.
2. Connect In Cloud are responsible to you if our negligence causes death or personal injury.

iii. Problems beyond our control – If we cannot do what we have promised in this contract because of something beyond our reasonable control such as lightning, flood, or extraordinarily severe weather, line failure, fire or explosion, public chaos, conflict, or armed operations, a countrywide or local disaster, anything done by the government or other competent authority (including the Network Service Provider or business disputes of any kind, including those involving our employees), we will not be responsible for any far-reaching losses howsoever experienced.  We will only be responsible for compensation for loss of service as agreed in section 2 herein.

1. If the parties in this contract need to write to each other they must do so as follows:

To Connect In Cloud at the address cited on the monthly statement or to the client at the address to which the client asks Connect In Cloud to send the statements or if the client is a limited company its registered office.

1. In the event of a notice to end or transfer the services in this contract, we need notice in writing by recorded delivery giving the applicable notice period. Connect In Cloud will accept all such notices in writing or by e-mail within seven days of receiving.

1. These products carry an enhanced service level agreement (SLA) whereby fault cover extends to 24 hours every day including Bank Holidays and will be fixed by the Network Service Provider within 7 hours of the fault being accepted by the Network Service Provider as received and accepted, subject to the conditions of their Service Level Agreement available on demand.  Where the Network Service Provider admits they failed to repair the circuit within the agreed SLA we will claim reimbursement not exceeding one month’s rental fee for not reaching the obligatory SLA.