Connect Communications Services Ltd: Terms and Conditions
MASTER TERMS AND CONDITIONS
1. The Agreement
1.1 Formation of Agreement
1.1.1 Connect may provide certain Services on a free trial basis, typically in respect of Call Handling Services only.
1.1.2 The provision of Services during any free trial period is subject to these Master Terms and the applicable Service Schedule, save that no Fees shall be payable unless otherwise stated.
1.1.3 A binding Agreement shall arise upon the earliest of:
- (a) the Client completing the online sign-up process and confirming acceptance of these Terms;
- (b) the Client making payment for the Services;
- (c) the Client confirming acceptance in writing (including by email);
- (d) the Client continuing to use the Services beyond any notified trial period.
1.1.4 The Client acknowledges that use of the Services constitutes acceptance of this Agreement.
1.1.5 The parties acknowledge that pre-contract communications, including emails and recorded calls, may evidence agreement but do not override the terms of this Agreement unless expressly incorporated.
2. Definitions and Interpretation
2.1 Definitions
In this Agreement:
“Agreement” means the contract formed under clause 1.
“Business Day” means any day other than a Saturday, Sunday, Christmas Day, Boxing Day or New Year’s Day, including any substitute day appointed in place of such day.
“Client” means the person or entity purchasing the Services.
“Fees” means the charges payable for the Services as set out in the applicable Service Schedule or price list.
“Office Hours” has the meaning given in the relevant Service Schedule.
“Services” means the services provided by Connect as described in the applicable Service Schedule(s).
“Service Schedule” means a schedule setting out the terms applicable to a specific Service.
2.2 Interpretation
Headings are for convenience only and shall not affect interpretation. Words in the singular include the plural and vice versa.
3. Provision of Services
3.1 Standard of Performance
Connect shall provide the Services with reasonable skill and care.
3.2 Service Description
The scope and nature of the Services shall be as described in the applicable Service Schedule.
3.3 Third-Party Networks
The Client acknowledges that the Services may depend upon third-party telecommunications networks, internet connectivity and infrastructure beyond Connect’s control. Connect does not guarantee uninterrupted or error-free operation.
3.4 Regulatory Position
Nothing in this Agreement constitutes the provision of regulated financial, legal or advisory services. Where Services involve telecommunications functionality, additional provisions may apply as set out in the relevant Service Schedule.
3.5 Verification
Connect may carry out reasonable verification, onboarding and compliance checks in respect of the Client and any information provided. Connect may delay, suspend or decline provision of the Services pending completion of such checks.
3.6 Right to Refuse Service
Connect reserves the right, at its sole discretion, to refuse any application for Services or to decline to enter into an Agreement with any person or entity.
Connect shall not be obliged to provide any reason for such refusal.
3.7 Client Onboarding and Due Diligence
Connect’s internal onboarding, risk assessment and compliance procedures are confidential and Connect shall not be obliged to disclose the outcome or detail of such processes.
4. Free Trial Services
4.1 Connect may, at its discretion, provide Call Handling Services on a free trial basis.
4.2 Free trials are available to new Clients only. Connect reserves the right, at its discretion, to refuse, withdraw or limit any free trial where the Client (or any associated business, individual or entity) has previously received Services from Connect.
4.3 Free trials apply only to the Services expressly stated and do not include PhoneLine Plus Services unless otherwise agreed in writing.
4.4 Where a Smart Number is provided during a trial, such number is provided solely for trial use in connection with Call Handling Services.
4.5 Connect may withdraw or modify trial Services at any time.
4.6 Upon expiry of the trial period, the Services shall be automatically suspended unless and until the Client completes the online sign-up process including making a first payment.
4.7 Connect shall have no obligation to continue providing Services beyond the trial period.
4.8 Connect reserves the right to charge for Services used beyond the agreed trial scope or duration.
5. Staff Allocation and Equality
5.1 Connect shall retain sole discretion over the recruitment, employment, allocation and supervision of its personnel.
5.2 The Client shall not seek to influence, restrict or direct Connect’s staffing decisions, including by requesting or requiring that personnel possess or not possess any particular race, nationality, ethnicity, accent, place of birth, residency status, gender, religion, disability, sexual orientation or other protected characteristic.
5.3 Connect is committed to compliance with the Equality Act 2010 and all applicable employment legislation.
5.4 Any request by the Client that would require Connect to act in breach of applicable equality or employment law shall be refused and may constitute a material breach of this Agreement.
6. Client Obligations
6.1 Accurate Information
The Client shall provide accurate and complete information and shall promptly notify Connect of any changes.
6.2 Lawful Use
The Client shall use the Services only for lawful purposes and in compliance with all applicable laws and regulations.
6.3 Prohibited Conduct
The Client shall not:
- • use the Services in connection with fraudulent, unlawful or unethical activities;
- • transmit unlawful, abusive, defamatory or discriminatory content;
- • interfere with Connect’s systems or networks.
6.4 Responsibility for End Users
The Client is responsible for the acts and omissions of its personnel, contractors and end users in connection with the Services.
7. Fees and Payment
7.1 Fees
The Client shall pay the Fees specified in the applicable Service Schedule.
7.2 Payment Method
7.2.1 The Client shall provide a valid payment card or direct debit mandate unless otherwise agreed in writing.
7.2.2 Where payment by card is agreed, Connect is authorised to charge the Client’s nominated payment card for all Fees due under this Agreement.
7.2.3 Where payment by direct debit is agreed, the Client authorises Connect to collect Fees by direct debit on or after the due date.
7.2.4 Payment by bank transfer (BACS) shall only be permitted where expressly agreed by Connect in writing.
7.2.5 Connect reserves the right to require payment by card or direct debit as a condition of providing or continuing the Services.
7.3 Failed Payments
7.3.1 If any card charge or direct debit collection is declined or reversed, the Client shall immediately provide an alternative payment method. Connect may suspend the Services until payment is received.
7.4 Late Payment and Recovery
7.4.1 If any amount payable under this Agreement is not paid when due, Connect may:
- (a) charge interest on the overdue amount at a rate of 8% per annum above the Bank of England base rate, accruing on a daily basis from the due date until payment is received in full;
- (b) recover from the Client all reasonable costs and expenses incurred in recovering the overdue amount, including administrative costs, legal fees and third-party debt collection costs; and
- (c) suspend the Services in accordance with clause 8 (Term, Suspension and Termination).
7.4.2 These rights are without prejudice to any other rights or remedies available to Connect.
8. Term, Suspension and Termination
8.1 Term
8.1.1 This Agreement shall commence on the date the Client first uses the Services or accepts these Terms in accordance with clause 1.1.3 and shall continue unless terminated in accordance with this clause.
8.1.2 Where Services are provided on a free trial basis, the paid term shall commence on the date the Client completes the online sign-up process and makes the first payment.
8.1.3 The Client’s initial paid period shall begin on the date of first payment and, unless otherwise stated in the applicable Service Schedule, shall renew on a rolling monthly basis, with subsequent billing occurring on the monthly anniversary of the first payment date.
8.2 Termination by Notice
Either party may terminate in accordance with the notice provisions set out in the applicable Service Schedule.
8.3 Suspension
Connect may suspend the Services immediately where:
- (a) Fees remain unpaid;
- (b) the Client breaches this Agreement;
- (c) the Client engages in fraudulent or unlawful conduct;
- (d) continued provision would expose Connect to regulatory or legal risk.
- (e) the Client engages in behaviour towards Connect or its staff that is threatening, abusive, harassing or otherwise unreasonable.
8.4 Insolvency
Either party may terminate immediately if the other becomes insolvent or enters administration or liquidation.
8.5 Consequences of Termination
Upon termination:
- • all outstanding Fees become immediately payable;
- • access to Services shall cease;
- • Service-specific consequences shall apply as set out in the relevant Service Schedule.
9. Referral Scheme
9.1 Availability and Scope
9.1.1 Connect may, at its discretion, operate a referral scheme in respect of its Call Handling Services (“Referral Scheme”).
9.1.2 The Referral Scheme applies only to the introduction of new clients for Call Handling Services and does not apply to Smart Number Services, PhoneLine+ Services or any other services unless expressly stated otherwise in writing.
9.2 Eligibility
9.2.1 A referral shall qualify where a new client introduced by an existing Client:
- (a) enters into an agreement for Call Handling Services on a standard monthly tariff; and
- (b) has completed the sign-up process, accepted these Terms, and paid their second monthly invoice.
9.2.2 For the purposes of the Referral Scheme:
- (a) a “new client” means a client who has not previously received services from Connect; and
- (b) multiple services taken by the same referred client shall constitute a single referral.
9.3 Referral Credit
9.3.1 Subject to clause 9.2, the referring Client shall receive a credit of £50 applied to their Connect account in respect of each qualifying referral.
9.3.2 Referral credit shall be applied only after the conditions in clause 9.2.1 have been satisfied.
9.3.3 Referral credit is non-transferable, has no cash value, and may only be applied against Fees due to Connect unless otherwise agreed in writing.
9.4 Exclusions
9.4.1 The Referral Scheme applies only to the introduction of genuinely new and independent clients.
9.4.2 The following shall not qualify as referrals:
- (a) additional services taken by an existing Client;
- (b) introductions of businesses or entities under common ownership or control with the referring Client; or
- (c) any arrangement which, in Connect’s reasonable opinion, is intended to circumvent the purpose of the Referral Scheme.
9.5 Introducer Arrangements
9.5.1 Nothing in this clause shall prevent Connect from entering into separate agreements with any person or organisation for the referral or introduction of business.
9.5.2 Any such agreement may provide for different terms, remuneration structures or incentives.
9.6 General
9.6.1 Connect reserves the right to withdraw, amend or suspend the Referral Scheme at any time.
9.6.2 The Referral Scheme does not form a binding obligation on Connect to accept any referral or to enter into an agreement with any prospective client.
10. Non-Solicitation of Staff
10.1 Non-Solicitation of Personnel
During the term of this Agreement and for a period of 6 months following its termination, neither party shall, without the prior written consent of the other, directly solicit or employ any person who is or has been engaged in the provision or receipt of the Services.
11. Data Protection and Confidentiality
11.1 Data Protection
Each party shall comply with applicable data protection laws. The parties’ respective roles (Controller/Processor) shall be as described in the relevant Service Schedule.
11.2 Confidentiality
Each party shall keep confidential all information disclosed by the other which is marked or reasonably understood to be confidential.
11.3 Security
Connect shall implement reasonable technical and organisational measures but does not warrant absolute security of data transmission.
11.4 Access and Security
Where Connect provides the Client with access credentials (including usernames and passwords), the Client shall:
- (a) keep such credentials secure and confidential;
- (b) not share access with any unauthorised person; and
- (c) ensure that all users accessing the Services via its account comply with this Agreement.
The Client shall notify Connect immediately upon becoming aware of any unauthorised access to or use of the Services or any security breach.
The Client shall be responsible for all use of the Services via its account, whether authorised or unauthorised, unless caused by Connect’s breach of this Agreement.
12. Intellectual Property
12.1 Ownership
All intellectual property rights in Connect’s systems, software, portals, materials and branding remain the property of Connect.
12.2 Licence
Connect grants the Client a limited, non-exclusive, non-transferable licence to use the Services during the term of the Agreement.
12.3 Client Data
The Client retains ownership of its data. The Client grants Connect a licence to process such data solely for the purpose of providing the Services.
12.4 Restrictions
The Client shall not copy, modify, reverse engineer or otherwise misuse Connect’s systems or materials.
13. Liability
13.1 Exclusion of Indirect Loss
Connect shall not be liable for any indirect or consequential loss, including loss of profits, revenue or business opportunity.
13.2 The Client acknowledges that Connect does not guarantee any commercial outcome, revenue, conversion or business benefit arising from use of the Services.
13.3 Liability Cap
Connect’s total liability arising under this Agreement shall not exceed the lesser of:
- (a) £50; or
- (b) the total Fees paid by the Client in the preceding 12 months.
13.4 Non-Excludable Liability
Nothing in this Agreement excludes liability for death or personal injury caused by negligence, fraud, or any other liability which cannot be excluded by law.
14. Indemnity
The Client shall indemnify and keep indemnified Connect against all losses, liabilities, costs and expenses arising from:
- (a) the Client’s breach of this Agreement; or
- (b) the Client’s use of the Services in breach of applicable law
15. Force Majeure
15.1 Force Majeure Event
Neither party shall be liable for failure or delay caused by events beyond its reasonable control, including but not limited to telecommunications outages, power failure, natural disasters, war, pandemic or government action.
15.2 Effect
Performance shall be suspended for the duration of the Force Majeure Event.
16. Assignment
16.1 By Connect
Connect may assign or transfer this Agreement to a group company or successor in business.
16.2 By Client
The Client may not assign this Agreement without Connect’s prior written consent.
17. Third Party Rights
A person who is not a party to this Agreement shall have no rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this Agreement.
18. Changes to Terms
Connect may amend these Master Terms upon reasonable notice. Continued use of the Services following such notice constitutes acceptance of the amended terms.
19. Complaints Procedure
19.1 Raising a Complaint
The Client may raise a complaint in relation to the Services by notifying Connect in writing within 7 days of the event giving rise to the complaint or, where applicable, within 7 days of receipt of the relevant message, invoice or service output.
19.2 Investigation
Connect shall use reasonable endeavours to investigate any complaint raised in accordance with clause 19.1. This may include a review of call recordings, message content, system records and internal processes.
19.3 Nature of the Services
The Client acknowledges that the Services involve the handling of live telephone calls and message-taking, and that errors may occasionally occur due to factors outside Connect’s control, including (without limitation) caller behaviour, unclear speech, accents, background noise or poor call quality.
19.4 Assessment of Complaints
In assessing any complaint, Connect shall consider, acting reasonably, the extent to which any alleged error materially affects:
- (a) the Client’s ability to understand the message; or
- (b) the Client’s ability to contact the caller or otherwise act upon the information provided.
19.5 Outcome and Remedy
Where Connect determines that a material error has occurred in the provision of the Services, Connect shall, as its sole and exclusive remedy, remove the relevant message(s) from the Client’s invoice or apply an equivalent credit to the Client’s account in respect of those message charges.
19.6 Unsolicited or Sales Calls
Where a complaint relates to a message arising from an unsolicited or sales call, Connect shall assess whether the call could reasonably have been identified as such at the time it was handled.
- (a) Where Connect determines that the call was clearly unsolicited and should not have resulted in a message, the relevant message charge shall be removed from the Client’s upcoming invoice.
- (b) Where Connect determines that the call appeared to be a legitimate business call and could not reasonably have been identified as unsolicited, no adjustment shall be made.
19.7 Discretion and Final Determination
Connect shall have sole discretion in determining whether an error has occurred and whether any remedy applies. Connect’s decision shall be final.
19.8 Payment Obligations
The Client shall not withhold, delay or reduce payment of any Fees due under this Agreement by reason of any complaint or dispute, including where an investigation is ongoing.
20. Notices
20.1 Any notice given under this Agreement shall be in writing and may be sent by email or by post to the contact details last notified by the receiving party.
20.2 A notice sent by email shall be deemed received on the same Business Day if sent before 5:00pm, or on the next Business Day if sent after that time.
20.3 A notice sent by post shall be deemed received 2 Business Days after posting.
20.4 This clause does not apply to routine operational communications, including service notifications, invoices or support correspondence.
21. General
21.1 Severance
If any provision is held invalid, the remainder shall remain in force.
21.2 Waiver
Failure to enforce a right shall not constitute waiver.
21.3 Entire Agreement
This Agreement constitutes the entire agreement between the parties.
21.4 Governing Law
This Agreement is governed by the laws of England and Wales.
21.5 Jurisdiction
The courts of England and Wales shall have exclusive jurisdiction.
Schedule 1 – Call Handling Services
1. Scope of Services
1.1 Live Service
1.1.1 During Office Hours, Connect shall ordinarily provide call answering services through its personnel (“Live Service”).
1.1.2 Live Service shall be provided in accordance with the Client’s agreed call handling instructions.
1.1.3 Connect shall exercise reasonable skill and care in performing the Live Service but does not guarantee call outcomes, caller behaviour or uninterrupted availability.
1.2 Interactive Service
1.2.1 Connect may provide call handling services through automated or interactive systems (“Interactive Service”) where such service forms part of the Client’s Package or agreed service configuration.
1.2.2 The Interactive Service may operate:
- (a) outside Office Hours;
- (b) during Office Hours as a distinct service offering; or
- (c) during Office Hours where configured as part of the Client’s call handling arrangement.
1.2.3 The method of call handling shall be determined by reference to the Client’s agreed configuration and Connect’s operational requirements.
1.2.4 The Client acknowledges that Interactive Service relies upon automated systems and caller input, and Connect does not warrant that all callers will complete or engage with the process as intended.
1.3 Out-of-Hours Service
1.3.1 Outside Office Hours, calls shall be handled in accordance with the Client’s selected configuration.
1.3.2 The Out-of-Hours Service may comprise:
- (a) Voicemail Service; or
- (b) Interactive Service.
1.4 Voicemail Service
1.4.1 Where Voicemail Service is selected, callers shall be invited to leave a recorded message.
1.4.2 Recorded messages may be delivered in audio or transcribed form in accordance with the Client’s Package.
1.4.3 Connect does not guarantee the clarity, completeness or accuracy of recorded voicemail content.
1.5 Service Availability
1.5.1 Office Hours shall be as defined in the Client’s Package or agreed service configuration.
1.5.2 Connect may vary Office Hours upon reasonable notice.
1.5.3 Connect may determine public holiday arrangements in accordance with its published schedule.
1.6 Capacity and Call Volumes
1.6.1 Connect shall use reasonable endeavours to answer calls directed to it in accordance with the Client’s agreed configuration.
1.6.2 Connect monitors call volume patterns and allocates staffing based on historical and anticipated demand.
1.6.3 The Client acknowledges that call volumes may from time to time exceed anticipated or historical levels, including as a result of seasonal fluctuations, marketing activity, unforeseen events or other circumstances beyond Connect’s reasonable control.
1.6.4 While Connect endeavours to answer all calls directed to it, it does not warrant or guarantee that every call will be answered in all circumstances.
1.6.5 Connect shall not be liable for missed, abandoned or unanswered calls arising from call volumes materially exceeding anticipated patterns or from circumstances beyond Connect’s reasonable control.
2. Free Trial
2.1 Availability
2.1.1 Connect may, at its discretion, provide Call Handling Services on a free trial basis.
2.1.2 A free trial shall apply only to the Services expressly confirmed by Connect and shall not include additional services unless agreed in writing.
2.2 Trial Limits
2.2.1 Unless otherwise agreed in writing, a free trial shall expire upon the earlier of:
- (a) 30 days from the agreed trial start date; or
- (b) completion of 100 Messages.
2.2.2 Connect may vary the duration or Message limit of a trial at its discretion.
2.2.3 Messages completed during a trial shall count towards the applicable trial Message limit but shall not be chargeable.
2.3 Fair Use and Trial Restrictions
2.3.1 The free trial is provided to allow the Client to evaluate the Services under normal business conditions and is subject to fair and reasonable use.
2.3.2 Connect reserves the right, at its sole discretion, to restrict, suspend or terminate the free trial, or to charge for Services provided, where it reasonably considers that:
- (a) usage is excessive or materially exceeds the level reasonably expected based on the Client’s stated requirements;
- (b) the Services are being used in connection with a marketing campaign, promotion or other activity likely to generate abnormal call volumes;
- (c) the trial is being used as a substitute for paid services, including (without limitation) holiday cover or temporary staff absence;
- (d) the Client has provided misleading or inaccurate information in connection with the trial;
- (e) Connect is unable to contact the Client during the trial period; or
- (f) the Client is otherwise using the trial in a manner inconsistent with its intended purpose.
2.3.3 Connect reserves the right to withdraw or modify the free trial at any time.
2.4 Expiry and Suspension
2.4.1 Upon expiry of the trial period, the Services shall be automatically suspended unless and until the Client completes the online sign-up process and makes the first payment in accordance with the Master Terms.
2.4.2 Connect shall have no obligation to continue providing Services beyond the trial limits.
2.4.3 Connect may suspend or terminate trial Services at any time.
2.5 Conversion to Paid Service
2.5.1 Where the Client completes the online sign-up process and makes payment following expiry of the trial, the paid term shall commence in accordance with clause 7 (Fees and Payment) of the Master Terms.
2.5.2 Messages completed during the trial period shall not count towards the Client’s first paid billing period unless otherwise agreed.
3. Messages and Chargeable Activity
3.1 Definition of Message
3.1.1 For the purposes of this Schedule, a “Message” means a completed item of call handling activity performed by Connect in accordance with the Client’s agreed call handling instructions.
3.1.2 A Message may include, without limitation:
- (a) taking and delivering a caller’s details or enquiry;
- (b) making, amending or cancelling a diary booking;
- (c) responding to a customer service query in accordance with the Client’s instructions;
- (d) transferring a call;
- (e) completing an agreed workflow or form on behalf of the Client; or
- (f) any other call handling task undertaken for the Client.
3.1.3 A Message shall be deemed completed when the relevant call handling activity has been carried out in accordance with the Client’s instructions, regardless of whether the Client subsequently acts upon or acknowledges the Message.
3.2 Inclusive Allowance
3.2.1 The Client’s Package shall specify the number of inclusive Messages available within each billing period.
3.2.2 Messages shall be deducted from the inclusive allowance applicable to the relevant billing period.
3.2.3 Where the inclusive allowance is exceeded, additional Messages shall be charged at the rate applicable to the Client’s Package.
3.2.4 Any unused message allowance within a billing period shall not roll over to any subsequent period and shall not give rise to any refund or credit.
3.3 Transfers
3.3.1 Where Connect transfers a call in accordance with the Client’s instructions, such activity shall constitute a Message.
3.3.2 Transfers may, depending on the Client’s Package:
- (a) be included within the monthly Fee; or
- (b) attract an additional charge as specified in the Client’s Package or agreed pricing arrangement.
3.3.3 Where a transfer is attempted but not successfully completed, no transfer charge shall apply unless otherwise agreed, but a Message shall nevertheless be deemed completed.
3.4 Category-Based Charges
3.4.1 A Message shall ordinarily constitute a single unit of chargeable activity regardless of duration or complexity.
3.4.2 Where the Client requires Connect to undertake specified categories of call handling activity involving additional processes, structured workflows, form completion, system interaction or enhanced handling requirements, such activity may be designated as a separate category of Message for billing purposes.
3.4.3 Any additional charge applicable to such category shall be as specified in the Client’s Package or otherwise agreed in writing.
3.4.4 The classification of call categories shall be determined by reference to the Client’s agreed call handling instructions and billing configuration.
3.5 Message Delivery Methods
3.5.1 Messages may be delivered by email, SMS, WhatsApp, portal notification, or such other electronic means as Connect may make available.
3.5.2 Charges (if any) for SMS, WhatsApp or other delivery methods shall be determined by the Client’s Package.
3.5.3 Where delivery charges are included within the Client’s Package, no additional per-message charge shall apply unless otherwise specified.
3.6 Delivery Infrastructure
3.6.1 Connect shall use reasonable endeavours to transmit Messages using the delivery methods configured in the Client’s Package.
3.6.2 Connect shall not be liable for any delay, non-delivery or failed transmission of a Message arising from:
- (a) the Client’s email systems, spam filters or server configuration;
- (b) mobile network coverage or device availability;
- (c) third-party messaging platforms, including WhatsApp;
- (d) internet connectivity issues; or
- (e) any other infrastructure outside Connect’s reasonable control.
3.6.3 The Client is responsible for ensuring that its contact details and delivery configurations are accurate and operational.
4. Packages and Charges
4.1 Package Selection
4.1.1 The Client shall subscribe to a Package which determines:
- (a) the monthly Fee;
- (b) the number of inclusive Messages;
- (c) the charge for additional Messages (if applicable);
- (d) whether Transfers are included or separately chargeable;
- (e) any applicable charges for SMS, WhatsApp or other delivery methods; and
- (f) any category-based surcharges.
4.1.2 Package details shall be as set out in the pricing arrangement agreed with the Client.
4.2 Usage Review
4.2.1 Connect reserves the right to review the Client’s Package where usage materially exceeds the reasonable expectations associated with that Package.
4.2.2 Following such review, Connect may require the Client to migrate to a more appropriate Package upon reasonable notice.
4.3 Package Responsibility
4.3.1 Connect does not undertake to monitor or optimise the Client’s Package selection on an ongoing basis.
4.3.2 The Client is responsible for selecting and maintaining a Package appropriate to its anticipated usage.
4.3.3 Any notification provided by Connect regarding usage levels or potential Package changes shall not create any obligation on Connect to review or adjust the Client’s Package in future billing periods.
5. Holiday and Short-Term Services
5.1 Availability and Discretion
5.1.1 Connect may, at its sole discretion, agree to provide Call Handling Services on a temporary, ad hoc or short-term basis (including holiday cover) (“Short-Term Services”).
5.1.2 Short-Term Services shall only be provided where expressly agreed in writing by Connect.
5.2 Fair Usage Limit
5.2.1 Unless otherwise agreed in writing, Short-Term Services are subject to a fair usage limit of 50 calls per week.
5.2.2 This limit is intended to reflect the temporary and non-standard nature of such Services.
5.3 Service Restrictions
5.3.1 Connect reserves the right to restrict, suspend or cease the provision of Short-Term Services where:
- (a) call volumes exceed the fair usage limit; or
- (b) in Connect’s reasonable opinion, the Client’s usage adversely affects or is likely to adversely affect the provision of services to other clients.
5.3.2 Connect shall have no obligation to continue Short-Term Services beyond the agreed scope or duration.
5.4 Requirement for Appropriate Package
5.4.1 Where the Client anticipates that usage will exceed the fair usage limit, the Client shall subscribe to a standard Package appropriate to its expected call volumes.
5.4.2 Connect may require the Client to transition to such a Package as a condition of continuing the Services.
5.5 Fees and Payment
5.5.1 Short-Term Services shall be invoiced in full in advance of the agreed service period.
5.5.2 Payment must be made by debit card, credit card or cleared funds prior to the commencement of the Services, unless otherwise agreed in writing.
5.5.3 Connect reserves the right to withhold, delay or refuse provision of Short-Term Services where payment has not been received in advance.
6. Client Responsibilities (Service-Specific)
6.1 Call Handling Instructions
6.1.1 The Client shall provide clear, accurate and complete call handling instructions prior to commencement of the Services.
6.1.2 Connect shall be entitled to rely upon the Client’s instructions as provided and shall not be responsible for verifying their accuracy or completeness.
6.1.3 The Client shall promptly notify Connect of any changes to its business information, procedures, opening hours, contact details or escalation requirements.
6.1.4 Connect shall not be liable for any loss arising from outdated, incorrect or incomplete instructions supplied by the Client.
6.2 Scripts and Representations
6.2.1 Where scripts, greetings or responses are agreed, Connect shall use reasonable endeavours to follow such scripts.
6.2.2 Connect shall not be liable for minor deviations from agreed wording which do not materially alter the substance of the communication.
6.2.3 The Client is responsible for ensuring that any statements, offers or representations included in its instructions are accurate and lawful.
6.3 Diary and System Access
6.3.1 Where the Services involve diary management, booking systems or third-party platforms, the Client shall provide appropriate access credentials and permissions.
6.3.2 Connect shall not be responsible for failures arising from:
- (a) system outages;
- (b) access restrictions;
- (c) third-party platform errors; or
- (d) limitations of the Client’s chosen software.
6.3.3 The Client remains responsible for the operation, maintenance and integrity of its own systems.
6.4 Lawful Use and Content
6.4.1 The Client shall ensure that the Services are not used in connection with unlawful, fraudulent or misleading activity.
6.4.2 The Client shall be solely responsible for the legality and regulatory compliance of its business activities and any instructions provided to Connect.
6.4.3 Connect may refuse to follow instructions which it reasonably believes to be unlawful or unethical.
6.5 Contact Details and Delivery Configuration
6.5.1 The Client shall ensure that all delivery contact details (including email addresses, telephone numbers and messaging accounts) are accurate and kept up to date.
6.5.2 Connect shall not be liable for failed delivery of Messages where the Client has provided incorrect or outdated information.
6.6 Emergency and Time-Critical Matters
6.6.1 The Services are not designed or intended to be a business-critical or fail-safe communication system.
6.6.2 The Client acknowledges that Call Handling Services are not a substitute for emergency services.
6.6.3 The Client shall ensure that callers are not directed to Connect for urgent or emergency assistance unless expressly configured and agreed.
7. Complaints and Billing Adjustments
7.1 Notification of Disputes
7.1.1 If the Client disputes that a Message or charge has been correctly applied, the Client shall notify Connect in writing within 7 days of the relevant invoice date.
7.1.2 The Client shall provide sufficient detail to enable Connect to investigate the matter.
7.1.3 All invoices shall remain payable in full in accordance with the Master Terms pending resolution of any dispute.
7.1.4 Connect shall review the matter in good faith and notify the Client of its decision.
7.2 Assessment of Messages
7.2.1 In determining whether a Message has been correctly classified or charged, Connect shall have regard to:
- (a) the agreed call handling instructions;
- (b) the Client’s Package and billing configuration;
- (c) call recordings (where available); and
- (d) the nature of the activity undertaken.
7.2.2 A Message shall be regarded as properly chargeable where Connect has carried out the agreed call handling activity, regardless of whether:
- (a) the caller was mistaken or unsolicited;
- (b) the Client considers the enquiry to be of low value; or
- (c) the Client subsequently chooses not to act upon the Message.
7.3 Unsolicited or Marketing Calls
7.3.1 Where a caller enquiry falls outside the scope of the Client’s agreed call handling instructions, Connect may, at its discretion, determine whether such call constitutes a Message.
7.3.2 Connect may, but shall not be obliged to, remove a Message from charge where it reasonably determines that the call was clearly unsolicited marketing or spam.
7.4 Goodwill Adjustments
7.4.1 Connect may, at its discretion, apply goodwill credits or adjustments.
7.4.2 The application of any goodwill credit shall not create any precedent or ongoing entitlement.
7.5 Limitation on Retrospective Adjustment
7.5.1 Connect shall not be required to review or adjust invoices more than 7 days after the invoice date.
7.6 Limitation of Liability
7.6.1 This Schedule shall be subject to clause 13 of the Master Terms. Any liability arising in connection with the Services shall be limited in accordance with clause 13 of the Master Terms.
8. Termination and Notice
8.1 Subject to clause 7 of the Master Terms, Call Handling Services may be terminated by either party upon not less than one full billing period’s notice.
8.2 Notice Timing
8.2.1 Notice of termination must be received prior to the commencement of the next billing period.
8.2.2 Where notice is received on or after the billing date for a new billing period, that billing period shall be treated as having commenced and shall remain payable in full.
8.2.3 Termination shall take effect at the end of the applicable notice period measured in full billing periods.
8.3 Where the Client subscribes to a Package providing 1,000 inclusive Messages per month or more, a minimum notice period of three full billing periods shall apply to any termination, downgrade or reduction in Package level. During this notice period, the Client shall remain on and be charged for the existing Package, and no reduction in Package level shall take effect until expiry of the notice period.
8.4 No cessation or administration fee shall be payable upon termination.
9. Call Recording
9.1 Connect may record telephone calls handled as part of the Call Handling Services for purposes including quality assurance, training, compliance and dispute resolution.
9.2 All recordings are made using Connect’s systems and infrastructure and shall remain the property of Connect.
9.3 The Client acknowledges that call recordings may contain personal data relating to callers and other third parties.
9.4 Connect shall determine, acting in accordance with applicable data protection legislation and regulatory requirements, whether and to what extent any recording may be disclosed to the Client.
9.5 Connect shall not be obliged to provide copies of call recordings to the Client.
9.6 Where Connect agrees to provide access to a recording, it may impose reasonable conditions, including redaction, restricted access or time-limited availability.
Schedule 2 – Smart Number Services
1. Service Description
1.1 Connect may provide the Client with one or more telephone numbers (“Smart Numbers”) which route incoming calls to a destination specified by the Client.
1.2 Smart Numbers may include geographic numbers beginning with the prefixes 01 or 02, and in some cases non-geographic numbers beginning with 03, subject to availability.
1.3 Smart Numbers are provided as a telecommunications routing service and may be used in conjunction with other Connect Services, including Call Handling Services.
1.4 The Client may be allocated multiple Smart Numbers under the same Agreement. Each Smart Number shall be subject to the terms of this Schedule.
2. Allocation of Numbers
2.1 Smart Numbers are allocated by Connect from number ranges made available through telecommunications providers.
2.2 Connect does not guarantee the availability of any specific number.
2.3 Connect may withdraw, replace or reassign a Smart Number where reasonably necessary for operational, technical or regulatory reasons.
2.4 Where a number is replaced under clause 2.3, Connect shall use reasonable endeavours to provide reasonable notice to the Client where practicable.
3. Ownership of Numbers
3.1 Connect is the end user of all Smart Numbers allocated and all Smart Numbers remain under the control and allocation of Connect.
3.2 The Client acknowledges that allocation of a Smart Number does not constitute ownership of that number.
3.3 The Client shall not represent that it owns or controls the number other than for the purpose of marketing its business.
4. Porting of Numbers
Porting is subject to Connect’s consent and settlement of all Fees and charges raised.
4.1 Porting to Connect
4.1.1 The Client may request that an existing telephone number be ported to Connect for use as a Smart Number.
4.1.2 Connect shall use reasonable endeavours to facilitate such porting but does not guarantee that porting will be possible.
4.1.3 Porting may be subject to administrative or technical requirements imposed by telecommunications providers.
4.1.4 Connect may charge a porting fee for numbers ported to Connect.
4.2 Porting Away from Connect
4.2.1 The Client may request that a Smart Number be ported away from Connect to another telecommunications provider.
4.2.2 Where the number was originally allocated by Connect, porting may require the Client to purchase the number from Connect prior to porting.
4.2.3 Any applicable fees for such purchase or porting shall be notified to the Client at the time of the request.
4.2.4 Connect shall use reasonable endeavours to cooperate with porting requests, subject to settlement of any outstanding Fees.
5. Use of Smart Numbers
5.1 The Client shall use Smart Numbers only for lawful business purposes.
5.2 The Client shall not use Smart Numbers in connection with unlawful activity, fraudulent activity, nuisance calling, spam calling or any activity that may breach telecommunications regulations.
5.3 Connect reserves the right to suspend or withdraw Smart Numbers where misuse is suspected or where required by telecommunications providers or regulators.
6. Service Dependencies
6.1 Smart Number services depend upon third-party telecommunications networks and infrastructure.
6.2 Connect does not guarantee uninterrupted or error-free operation of number routing.
6.3 Temporary interruptions may occur due to network maintenance, faults or circumstances beyond Connect’s control.
7. Reporting
7.1 Connect may, at its discretion, provide reporting or data relating to call activity associated with Smart Numbers.
7.2 Any reporting services may be subject to additional Fees.
7.3 Connect does not guarantee the availability of historical call data unless expressly agreed in writing.
8. Number Configuration and Routing
8.1 Smart Numbers shall route calls to a destination specified by the Client.
8.2 Unless otherwise agreed, Connect shall configure the initial routing of the Smart Number based on instructions provided by the Client.
8.3 The Client may request changes to routing destinations from time to time. Connect shall use reasonable endeavours to implement such changes within a reasonable time.
8.4 Where the Client requires the ability to manage routing changes directly, Connect may provide access to an online management portal subject to applicable Fees.
8.5 Where routing changes are requested to be carried out by Connect, Connect reserves the right to limit the frequency of such changes or to apply administrative charges.
9. Termination
9.1 Cancellation of a Smart Number service by the Client requires not less than 30 days’ notice in writing to Connect.
9.2 Upon termination of the Agreement or the relevant Service:
- (a) Smart Numbers allocated by Connect may be withdrawn; and
- (b) call routing associated with the Smart Numbers shall cease.
9.3 Where the Client wishes to port a number away, the request must be made prior to termination of the Service and may be subject to the requirements set out in clause 4 (Porting of Numbers).
Schedule 3 – Phoneline+ Services
1. Service Description
1.1 PhoneLine+ is a cloud-hosted telephone service enabling the Client’s users to make and receive calls using telephone numbers allocated to the Client’s account.
1.2 The service is designed primarily for small businesses and individual users and allows multiple users to operate under a single Client account.
1.3 Each user may be assigned one or more telephone numbers and may make or receive calls on those numbers using compatible devices or applications.
1.4 Telephone numbers may be allocated to individual users or configured to ring multiple users simultaneously or sequentially.
2. Service Provider
2.1 PhoneLine+ is provided using telecommunications infrastructure operated by third-party providers.
2.2 Connect provides the PhoneLine+ service as a reseller and service intermediary.
2.3 The Client acknowledges that the underlying network, platform and telecommunications infrastructure are outside Connect’s direct control.
2.4 Connect shall not be responsible for faults, outages or limitations arising from the infrastructure of third-party telecommunications providers.
3. Users and Charges
3.1 PhoneLine+ is charged on a per-user basis.
3.2 Each active user associated with the Client’s account shall incur the applicable monthly Fee.
3.3 The Client is responsible for managing the number of users associated with its account.
3.4 Charges applicable to the service shall be as set out in the pricing arrangement agreed with the Client.
4. Call Types and Restrictions
4.1 PhoneLine+ supports inbound and outbound telephone calls using numbers allocated to the Client’s account.
4.2 Outbound calls are restricted to domestic calls within the United Kingdom.
4.3 International outbound calling is not supported.
4.4 The Client acknowledges that calls may be received from international numbers.
5. Acceptable Use
5.1 The Client shall not use PhoneLine+ for unlawful, fraudulent or abusive purposes.
5.2 The Client shall not use the service in connection with scams, fraudulent schemes, nuisance calling, spam calling or any activity that may breach telecommunications regulations.
5.3 Where Connect reasonably suspects fraudulent, unlawful or abusive activity, Connect may suspend or terminate the PhoneLine+ service immediately.
6. Client Responsibilities
6.1 The Client is responsible for ensuring that its devices, internet connection and internal networks are compatible with the PhoneLine+ service.
6.2 Connect does not provide support for the Client’s internal networks, broadband connections, routers, devices or local configuration.
6.3 The Client shall ensure that its users comply with these terms when using the service.
7. Support
7.1 PhoneLine+ is provided on a self-service basis.
7.2 Connect may provide documentation, guides or online resources to assist the Client in configuring and using the service.
7.3 Connect does not provide comprehensive technical support or troubleshooting services for the PhoneLine+ applications or devices or Client’s internal systems or devices.
8. Non-Payment
8.1 The Client must maintain valid payment arrangements for the PhoneLine+ service.
8.2 Where payment fails or Fees remain unpaid, Connect may suspend the service.
8.3 If payment is not received within a reasonable period following suspension, Connect may cancel the service.
8.4 Where a PhoneLine+ service is cancelled for non-payment, reinstatement may not be possible.
9. Emergency Calls
9.1 PhoneLine+ supports access to emergency services by dialling 999 or 112.
9.2 The Client must provide Connect with the correct physical address associated with each number used for emergency calling.
9.3 The Client is responsible for ensuring that the address provided for emergency services is accurate and kept up to date.
9.4 If the Client fails to provide an accurate address, provides an incorrect address, or fails to notify Connect of changes to the address associated with a number, emergency services may be directed to an incorrect location.
9.5 Connect shall not be liable for any loss, injury, damage or death arising from the Client’s failure to provide or maintain accurate emergency location information or any failure of the service, connectivity or third-party infrastructure.
9.6 The Client acknowledges that emergency calling using internet-based telephone services may be dependent upon the availability of internet connectivity, electrical power and third-party telecommunications infrastructure.
10. Termination and Number Withdrawal
10.1 Upon termination or cancellation of PhoneLine+, access to the service shall cease.
10.2 Telephone numbers associated with the service may be withdrawn or returned to the underlying telecommunications provider.
10.3 Connect shall not be liable for any loss of telephone numbers resulting from termination or cancellation of the service.
10.4 Connect shall not be liable for any loss of business, loss of revenue or alleged loss of opportunity arising from suspension or termination of PhoneLine+ in accordance with this Agreement.
Full Pricing as at December 2022
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