1. Interpretation
1.1 In these Terms:
“BT” means British Telecommunications plc (registered in England & Wales under number 1800000)
“Company” means Trojan Communications Ltd (registered in England & Wales under number 3682780)
“Company’s Equipment” means such equipment owned or used by the Company as is necessary to provide the Fixed Line Service and Mobile service.
“Company’s Network” means the telecommunications system operated and maintained by the Company;
“Contract” means the contract for the Services to which these Terms are attached;
“Customer” means the person, firm or company set out in the Contract;
“DTI” means the Department of Trade and Industry;
“Equipment” means the equipment set out in the Contract;
“Equipment Price” means the price for the Equipment set out in the Contract;
“Fixed Line Service” means the supply by the Company of such of the Company’s Equipment and related services to enable the Customer to make or receive a telephone call using one or more of an access code, calling line identity, dedicated leased line and a third party’s exchange lines to route selected telephone calls over and via the Company’s Network;
“Free-phone Service” means the supply by the Company of such services to enable the Customer to receive a telephone call from a third party at no expense to the third party; “Services” means the Fixed Line Service, the Free-phone Service, and the Mobile Service;
“Service Tariff” means the tariff detailing the individual telephone call charges (exclusive of VAT) and monthly line rental (if any) payable by the Customer to the Company set out in the Contract or as notified by the Company to the Customer from time to time;
“Terms” means the terms and conditions for the Services set out in this document and (unless the context otherwise requires) includes any special terms agreed in writing between the Company and the Customer. 1.2 Any reference in these Terms to a statute or a provision of a statute shall be construed as a reference to that statute or provision as amended, re-enacted or extended at the relevant time.
1.3 The headings in these Terms are for convenience only and shall not affect their interpretation.
1.4 These Terms govern the supply of Services by the Company to the Customer to the exclusion of all other terms (unless expressly agreed by the Company in writing). Provisions relating solely to the Fixed Line Service, Free-phone Service or Mobile Service (as the case may be) are to govern those services only but are to be read in conjunction with those provisions relating to the Services generally.


2. Commencement and Duration
2.1 Subject to the prior termination of the Contract in accordance with these Terms and unless otherwise agreed by the Company in writing the Company shall supply the Services for the period specified on the contract form.


3. Supply of Services
3.1 The Company warrants to the Customer that the Services will be performed with reasonable skill and care (and in compliance with applicable OFCOM requirements).
3.2 Subject always to clauses 6.4 and 10.1, the Company shall use its reasonable endeavours to provide the Service to the Customer from or before the date notified to the Customer for the commencement and correct any faults in the Services notified to it by the Customer as soon as reasonably possible.
3.3 The Customer warrants that (if applicable) the Customer’s existing telecommunications equipment (if any) is in proper working order and complies with all applicable standards and approvals so as to enable the Company to supply and continue to supply the Services.
3.4 The Customer shall provide all reasonable assistance to the Company (including access to all locations at which the Company’s Equipment is situated or is to be situated) so as to enable the Company to supply and continue to supply the Services.
3.5 The Customer shall not sell or transfer or attempt to sell or transfer any telephone number provided to the Customer by the Company for use with the Services.
3.6 The Customer shall not use the Services for any improper or unlawful purposes (including without limitation offensive, indecent, menacing, nuisance or hoax telephone calls) nor allow others to do so.
3.7 The Company will not be liable for any cancellation fees or other contractual charges raised by any previous supplier to the Customer.


4. Fixed Line Services
4.1 The Company shall place such of the Company’s Equipment in the Customer’s premises (or in such other location as may be nominated by the Customer) as may be necessary in order to provide the Fixed Line Services.
4.2 In the event that the Customer’s existing telecommunications equipment has least cost routing software, the Company may reprogram such existing telecommunications equipment in order to facilitate connection to the Company’s Network.
4.3 In the event that the Customer’s existing telecommunications equipment does not have least cost routing software, the Company may supply such equipment as is necessary in order to facilitate connection to the Company’s Network.
4.4 The Customer shall provide a suitable place and conditions for the Company’s Equipment (including a continuous mains electricity supply and connection points at the Customers own expense where the Company’s Equipment requires such services) at the Customer’s premises or in such other location as may be nominated by the Customer so as to enable the Company to supply and continue to supply the Fixed Line Service (without cost to the Company) and shall prepare such premises or location at its own expense in accordance with the Company’s reasonable instructions.


5. Free-phone Service
5.1 The Customer acknowledges that ownership in the free-phone number(s) allocated to it by the Company shall not pass to the Customer and the Customer shall have no right to use such free-phone numbers upon termination of the Free-phone Service.
5.2 The Company reserves the right upon giving to the Customer not less than one month’s written notice to alter (without incurring any liability) the free-phone number(s) allocated to the Customer by the Company.
5.3 The Customer shall promptly inform the Company of any event which is likely to substantially affect the number of calls to the free-phone number(s) allocated to it by the Company so as to enable the Company to devote appropriate telecommunications capacity to such free-phone number(s).


6. Equipment
6.1 The Company shall sell and the Customer shall purchase the Equipment in accordance with the Contract.
6.2 The Company may agree to assist the Customer with an application to a third party to obtain finance for the Equipment Price. However, the Company shall not be liable for any failure by the Customer to obtain such finance. In the event that finance is obtained as a result of which the Equipment Price is to be paid by, and title in the Equipment is to pass to third party financer, the Customer shall not be responsible for payment of the Equipment Price pursuant to clause 7.1 but shall nevertheless comply in all other respects with the Terms.
6.3 The Customer shall at its own expense arrange the installation of or connection to any equipment required to be installed by BT or any other network operator in order to facilitate the operation of the Equipment.
6.4 The Customer acknowledges that the Company does not manufacture the Equipment. Consequently, the Customer shall only be entitled to the benefit of any warranty or guarantee in relation to the Equipment as is given to the Company by the manufacturer of such Equipment.
6.5 All descriptive information given by the Company relating to the Equipment (including but without limit specifications, technical data, performance criteria, storage information) is given in good faith but for guidance only and shall not be regarded as a representation as to the method of use or function of the Equipment.
6.6 It shall be the Customer’s responsibility to ensure that the Equipment is suitable for its intended purpose. Any knowledge that the Company has of the Customer’s intended purpose shall not, unless otherwise agreed in writing, imply any warranty that the Equipment is suitable for that purpose.
6.7 Any claim by the Customer which is based on any defect in the quality or condition of the Equipment or their failure to correspond with any agreed specification shall (whether or not delivery is refused by the Customer) be notified to the Company within 7 days from the date of delivery or of the date the Company tendered delivery or (where the defect or failure was not apparent on reasonable inspection) within a reasonable time after discovery of the defect or failure. If delivery is not refused, and the Customer does not notify the Company accordingly, the Customer shall not be entitled to reject the Equipment and save as expressly provided in these Terms the Company shall have no liability for such defect or failure, and the Customer shall be bound to pay the Equipment Price.


7. Payment
7.1 Unless otherwise agreed by the Company in writing, the Customer shall pay the Equipment Price upon delivery and/ or installation (as the case may be) of the Equipment.
7.2 Unless otherwise agreed by the Company in writing, the Customer shall pay the Service Tariff (in respect of all services provided by the Company) by either direct debit or by cheque within 14 days of the date of the Company’s monthly invoice (which shall be deemed to be accepted by the Customer unless the Customer indicates that the invoice is disputed (and provides evidence to support this) within 14 days of the date of the Company’s invoice.
7.3 Unless otherwise agreed by the Company in writing, the Customer shall pay the Company’s standard call out/repair charges (as notified to the Customer from time to time) if the Customer reports a fault in the Services and the Company discovers that there is not a fault or that the Customer has caused the fault.
7.4 If the Customer fails to make any payment on the due date then, without limiting any other right or remedy available to the Company, the Company may charge the Customer interest on the outstanding sum at the rate of 8% above the Bank of England base rate from time to time on the amount outstanding, until payment in full is made together with the Company’s costs of recovering any amount unpaid (including legal costs, court fees and bank charges).


8. Risk and Ownership
8.1 Unless otherwise agreed by the Company in writing, risk of damage to or loss of the Equipment shall pass to the Customer on delivery and/or installation (as the case may be) in accordance with the Contract.
8.2 Unless otherwise agreed by the Company in writing and subject to clause 6.2, ownership of the Equipment shall only pass to the Customer once the Company has received payment in full of the Equipment Price.
8.3 Until such time as ownership of the Equipment passes to the Customer, the Customer shall hold the Equipment as the Company’s fiduciary agent and bailee, and shall keep it separate from that of the Customer and third parties and properly stored, protected and insured and identified as the Company’s property.
8.4 Until such time as the property in the Equipment passes to the Customer (and provided the Equipment is still in existence and has not been resold), the Company shall be entitled at any time to require the Customer to deliver up the Equipment to the Company and, if the Customer fails to do so forthwith, to enter upon any premises of the Customer or any third party where the Equipment is stored and repossess the Equipment.
8.5 The Customer shall not be entitled to pledge or in any way charge by way of security for any indebtedness any of the Equipment which remain the Company’s property, but if the Customer does so all moneys owing by the Customer to the Company shall (without limiting any other right or remedy of the Company) forthwith become due and payable.
8.6 Unless otherwise agreed by the Company in writing, the property in the Company’s Equipment shall remain with the Company notwithstanding the delivery and/or installation (as the case may be) of the Company’s Equipment at the Customer’s premises or in such other location nominated by the Customer. The Customer agrees to indemnify the Company for all costs, claims or expenses incurred by the Company as a result of damage to or loss of the Company’s Equipment whilst such equipment is situate at the Customer’s premises or in such other location nominated by the Customer.


9. Indemnity and Limitation of Liability
9.1 The Customer shall indemnify the Company in full against all liability, loss, damages, costs and expenses (including legal expenses) awarded against or incurred or paid by the Company as a result of or in connection with the Customer’s breach of contract.
9.2 Except in respect of death or personal injury caused by the Company’s negligence, or liability for defective products under the Consumer Protection Act 1987, the Company shall not be liable to the Customer by reason of any representation (unless fraudulent), or any implied warranty, condition or other term, or any duty at common law, or under the express terms of the Contract, for loss of profit or for any indirect, special or consequential loss or damage, costs, expenses or other claims for compensation whatsoever (whether caused by the negligence of the Company, its employees or agents or otherwise) which arise out of or in connection with the supply of the Services or the Equipment (as the case may be) (including any delay in supplying or any failure to supply the Services or the Equipment (as the case may be) in accordance with the Contract or at all), and the entire liability of the Company under or in connection with the Contract shall not exceed a sum equal to the amount payable by the Customer to the Company in the 12 months prior act or omission which gave rise to the liability, and all conditions, warranties, representations, statements, liabilities and other terms implied by common law, statute or otherwise are excluded to the fullest extent permitted by law.
9.3 The Company shall not be liable to the Customer or be deemed to be in breach of the Contract by reason of any delay in performing, or any failure to perform, any of its obligations in relation to the Services, if the delay or failure is beyond the Company’s reasonable control. Without limiting the foregoing, the following shall be regarded as causes beyond the Company’s reasonable control;
(i) default or failure of a third party (including any public telecommunications network operator or maintainer);
(ii) failure in the supply of any third parties’ telecommunications system; (iii) Act of God, explosion, flood, tempest, fire or accident;
(iv) war or threat of war, sabotage, insurrection, civil disturbance or requisition; and
(v) acts, restrictions, regulations, bye-laws, prohibitions or measures of any kind on the part of any governmental, parliamentary or local authority.


10. Suspension and Termination
10.1 The Company may suspend the Fixed Line Service, Free-phone Service or Mobile Service immediately if;
(i) the Company has reasonable grounds for believing that the Equipment is used or may be used in an unauthorised or illegal manner;
or
(ii) the Customer is in breach of any of the terms of the Contract; or
(iii) the Customer notifies the Company that the Equipment is lost or stolen; or
(iv) the network to which the Customer is connected fails or is being tested, modified or maintained; or
(v) the Customer fails to pay to the Company any charges when they become due; or
(vi) the Customer incurs unbilled telephone call charges in excess of those anticipated by the Company (and notified to the Customer from time to time) or as otherwise agreed with the Customer. 10.2 In the event that the Company suspends the Services pursuant to clause 10.1:
10.2.1 the Company will not provide the applicable Services again until the Customer takes such action as may in the Company’s reasonable opinion be required; and
10.2.2 the Customer shall continue to be responsible for the Company’s charges in accordance with clause 7 unless the Company ends the Contract by giving notice in accordance with clause 10.3 or the Customer ends the Contract by giving notice in accordance with clause 10.4; 10.2.3 the Customer shall be responsible for the payment of
(i) a disconnection fee or £30 plus VAT for each line or mobile telephone which is disconnected; and
(ii) (ii) where the line or mobile telephone is subsequently reconnected a reconnection fee of £30 plus VAT for each line or mobile telephone which is reconnected.
10.3 The Company may terminate the Contract in respect of all or part only of the Services without liability to the Customer by giving notice to the Customer at any time if:
10.3.1 the Customer commits any breach of the Contract and, in the case of a breach capable of remedy, fails to remedy the same within 14 days after receipt of written notice from the Company giving particulars of the breach and requiring it to be so remedied; or
10.3.2 the Customer makes any voluntary arrangement with its creditors (within the meaning of the Insolvency Act 1986) or (being an individual or firm) becomes bankrupt or (being a company) becomes subject to an administration order or goes into liquidation (otherwise than for the purpose of amalgamation or reconstruction); or
10.3.3 an encumbrancer takes possession, or a receiver is appointed, of any of the property or assets of the Customer; or
10.3.4 the Customer ceases, or threatens to cease, to carry on business or substantially changes the nature of its business; or
10.3.5 the Company reasonably apprehends that any of the events mentioned above is about to occur in relation to the Customer and notifies the Customer accordingly.
10.4 The Customer may terminate the Contract
(i) in respect of all or part only of the applicable Services prior to the expiry of the applicable period referred to in clause 2 upon giving written notice in the event that the Company breaches the Contract (and such breach is not rectified within 14 days of the Customer’s notification to the Company of the Company’s breach) or if the Company fails to provide the applicable Service for 14 or more consecutive days; or
(ii) upon giving 30 days prior written notice for Fixed Line Services and Free Phone Services and 90 days in respect of the Mobile Service following the expiry of the applicable period referred to in clause 2. Should such notice not be received the contract shall renew for a further 12 months from the date of initial expiry


11. Consequences of Termination
In the event that the Contract is terminated in accordance with clause 10:
11.1 the Customer will permit the removal of any of the Company’s Equipment from the Customer’s premises or such other location notified to the Company by the Customer;
11.2 the Customer will be responsible for all outstanding charges for the remainder of the period detailed in the Contract (if applicable);
11.3 if the Fixed Line Service is terminated by reason of the Customer’s breach of the Contract, the Company reserves the right to charge the Customer for its reasonable costs in respect of the installation of the Company’s Equipment; and
11.4 the Customer will be responsible for any charges incurred by the Company as a result of termination of the contract or porting (transferring) the service to another provider (for the avoidance of any doubt where the Customer requires a Porting Authorisation Code (“PAC Code”) for each mobile telephone which is supplied and the Company is charged a fee for such code then the Customer shall be responsible for the payment to the Company of £35 plus VAT PAC code fee for each number required or such fee as may be charged to the Company by the relevant mobile telephone service provider, whichever is higher).


12. General
12.1 These Terms shall apply to the Contract to the exclusion of any other terms referred to by the Customer.
12.2 No variation to the Contract or these Terms shall be binding unless agreed in writing by a director or authorised representative of the Company.
12.3 The Contract is personal to the Customer and the Customer shall not assign or transfer or purport to assign or transfer to any other person any of its rights or sub-contract any of its obligations under the Contract without the Company’s prior written consent. The Company may assign or transfer any of its rights or sub-contract any of its obligations under the Contract at any time.
12.4 A notice required or permitted to be given by the Customer to the Company under these Terms shall be in writing addressed to the address set out in the Company’s last invoice to the Customer. A notice required or permitted to be given by the Company to the Customer under these Terms shall be in writing addressed to the address to which the Company’s last invoice to the Customer was sent. All such notices shall be served in writing by registered or recorded delivery post or delivered by hand.
12.5 The Company may register information about the Customer with a licensed credit reference agency. This information may be used to make credit decisions by the Company and third parties. The information may also be used to prevent fraud and to trace debtors.
12.6 The Company may monitor and record telephone calls made to it by the Customer for training purposes.
12.7 No waiver by the Company of any breach of the Contract by the Customer shall be considered as a waiver of any subsequent breach of the same or any other provision.
12.8 If any provision of these Terms is held by any court or other competent authority to be invalid or unenforceable in whole or in part the validity of the other provisions of these Terms and the remainder of the provision in question shall not be affected.
12.9 The Contract shall be governed by the laws of England, and the Customer agrees to submit to the non-exclusive jurisdiction of the English courts.
12.10 A person who is not a party to the Contract has no rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this Agreement, but this does not affect any right or remedy of a third party which exists or is available apart from that Act.


13. Complaint Handling
We make every effort to ensure that customers are happy with the level of service and products that we provide. Sometimes though, things can go wrong. In the event of dissatisfaction with any aspects of our service, products or faults, please telephone our customer services on 02476 651080 and we will make every effort to resolve the problem while you are on the line. If this is not possible, we will agree a course of action with you.

You may also send your complaint to us in writing at:
Trojan Communications Ltd
Roots House
2 - 4 Bilton Industrial Estate
Humber Avenue
Coventry
CV3 1JL

Or via email to sales@trojancommunications.co.uk

If your complaint is not resolved to your satisfaction after this procedure, you may take it further within our company to our General Manger and ultimately to our Director.

If we cannot resolve the problem, we will write to you to say so. If you remain unhappy and wish to pursue your complaint further, you may wish to refer to CICAS.

Useful addresses
CICAS, 12 Bloomsbury Square, London, WC1A 2LP. Tel 0207 421 7444 Ofcom , Riverside House, 2A Southwark Bridge Road, London, SE1 9HA.
Tel 0208 7981 3000