“Act” means the Telecommunications Act 1984 and amendments to the Act that may be made from time to time.
“Agreement” means the agreement between Sparta Telecom and the Subscriber for the provision of Network Services incorporating these terms and conditions and the Order Form.
“Connection Date” or “live date” means the date when the Sparta Telecom is in a position to and has agreed to commence provision of the Network Service to the Subscriber.
“Number Translation Service” means any telecommunications service provided bySparta Telecomwhich commences with a non-geographic code requiring translations for onward routing to the Subscriber and including services such as 0800 free phone, 0845 local rate, 0870 and 0871 national rate and premium rate telephone call facilities.
“Network Services” means the provision and/or rental of PSTN or ISDN or Fibre lines or per minute access to network capacity, as is required to complete voice telephone calls and data transmission domestically or internationally via the public switched telephone network, by the Sparta Telecom to the Subscriber.
“Order Form” means the Subscriber Order Form (if Applicable) which sets out details of the Sparta Telecom, the Subscriber and other particulars relating to the provision of Network Services.
“Sparta Telecom” means Sparta Telecom Limited, by whom this Agreement is made and the expression “Sparta Telecom” includes the Sparta Telecom’s permitted assignees, employees and agents.
“Subscriber” means the person, specified on the Order Form (Section 1& 2) with whom this agreement is made and includes where relevant the Subscriber’s permitted assignees, employees and agents.
“Subscriber Details” means the service numbers of lines to be connected to the Network Services.
The Sparta Telecom undertakes to use all reasonable endeavours to supply the Network Services to the Subscriber as and from the Connection Date subject to and on the terms of this Agreement.
This Agreement shall come into full force and effect from the date on the order form or the date the service goes ‘live’ whichever is the later, and shall continue for a period of 18 months, or 24 months dependent on choice, thereafter, which it may be terminated by either party by the service upon the other of no less than 28 days written notice, except for termination under section 9. In case if the subscriber doesn’t inform us at the end of the month of the contract or within 28 days then the contract will automatically revert to a month by month basis. In the event of subscriber cancellation without the Sparta Telecom’s prior agreement during the term period of this agreement the subscriber understands and accepts that Sparta Telecom will charge the subscriber for the outstanding contract period (Early Termination fee) using the outstanding term months x the monthly/quarterly line rental. This penalty applies and covers line rental. Throughout the term of the agreement
The Subscriber agrees and undertakes:
4.1 to use the Network Services in accordance with such conditions as may be notified to it in writing by the Sparta Telecom from time to time
4.2 not to contravene the Act or any other relevant regulations or licences granted thereunder.
4.3 not to use the Network Services to communicate any material which is intended to be a hoax call to emergency services or is of a criminal, defamatory, offensive, abusive, obscene or menacing character
4.4 Not to use the Network Services in a manner which constitutes a violation or infringement of the rights of any other party?
4.5 to provide the Sparta Telecom with all such information as it reasonably requests relating to the Subscriber’s telecommunications apparatus.
4.6 The Subscriber shall indemnify the Sparta Telecom against all liabilities, claims, damages, losses and expenses arising from the use by the Subscriber of the Network Services in breach of this Agreement.
4.7 This clause 4.7 shall apply to the Number Translation Service.
4.7.1 Sparta Telecom shall be entitled for operational or technical reasons or in order to comply with any numbering scheme or other obligation imposed on Sparta Telecom by the Licensor’s or by any other competent authority to withdraw or change any telephone or code (or group thereof) allocated to the Subscriber as part of the Number Translation Service PROVIDED THAT the Sparta Telecom gives the Subscriber the maximum period of notice in writing thereof practicable in the circumstances.
4.7.2 The Subscriber acknowledges and agrees that any Number Translation Service including any telephone numbers provided as part of that service shall only be provided by Sparta Telecom and available for use by the Subscriber for the duration of this Agreement and that any telephone number issued to the subscriber remains owned by Sparta Telecom and not the subscriber.
5.1 To enable Sparta Telecom to exercise its obligations under this Agreement:
5.1.1 The Subscriber shall permit or procure permission for Sparta Telecom and any other person(s) authorised by Sparta Telecom to have reasonable access to its premises and its telephone system and other equipment and shall provide such reasonable assistance as the Sparta Telecom requests.
5.1.2 Sparta Telecom will normally carry out work, by appointment and during normal working hours but may request the Subscriber to provide access at other times but such requests shall not oblige the Subscriber to provide such access.
5.2 AtSubscriber’s request, Sparta Telecom may agree to work outside normal working hours and the Subscriber shall pay the Sparta Telecom’s reasonable charges for complying with such a request.
5.3 If the Subscriber requests maintenance or repair work which is found to be unnecessary, the Subscriber agrees that they may be charged for the work and the costs incurred. Sparta Telecom will give notice that work is considered unnecessary after receiving a report from the Openreach engineers after their attendance and raising charges, to which the customer agrees to pay by this agreement.
5.4 If the subscriber reports a fault and an engineer attends, if checks carried out find that the fault is the network side of the box i.e. from the exchange to the premises, then no charge will be made, however, if the fault is the subscribers side of the box, which may mean faults due to subscribers cables or to router or other means then the subscriber agrees to pay the appropriate charge. Note; It is deemed for the prevention of doubt, that the box/s on the wall inside the property are the property of the Subscriber and not of the network, therefore any damage or fault found within the box/s will be chargeable if found.
6.1 Sparta Telecom may at its sole discretion elect to suspend forthwith provision of the Network Services until further notice without compensation having given the Subscriber as much notice as is reasonable under the circumstances either orally by phone or email (confirming such notification in writing) or in writing in the event that:
6.1.1 The Subscriber is in breach of a material term of this Agreement including for the purposes of this Agreement its failure to pay invoices or charges to Sparta Telecom on the due date.
6.1.2 Sparta Telecom is obliged to comply with an order, instruction or request of the Government, an emergency services organisation or other competent administrative authorities.
6.1.3 Sparta Telecom suspects that the Network Services are being used fraudulently, or in a manner contrary to the conditions in Clause 4.
6.2 The Subscriber shall reimburse Sparta Telecom for all reasonable costs and expenses incurred by the implementation of such suspension and/or the recommencement of the provision of the Network Services as appropriate, but only where the suspension is implemented as a consequence of breach, fault or omission of the Subscriber.
6.3 The subscriber had failed to pay invoices as issued by Sparta Telecom and despite reminders, phone calls, payments still remain unpaid.
6.4 If the subscriber engages in abusive or aggressive behaviour towards any member of Sparta Telecom’s staff, including but not limited to foul & abusive language, threats, racial abusive speech.Services will be suspended immediately notifying the customer by phone or email, for a minimum of 3 days unless a full written apology is received. If no such apology is received then consideration will be given to termination of the customer.
7.1 Nothing in this Agreement shall exclude or restrict Sparta Telecom’s liability for death or personal injury resulting from the negligence of the Sparta Telecom or of its employees while acting in the course of their employment with the Sparta Telecom.
7.2 Neither party shall be liable to the other in contract, tort or otherwise for any loss of business, contracts, anticipated savings or profits or for any other indirect or consequential loss whatsoever.
7.3 Sparta Telecom’s liability in contract, tort or otherwise arising out of or in connection with the performance of its obligations under this Agreement shall be limited to £1000 for any one incident or series of incidents and £1500 in aggregate.
7.4 Sparta Telecom shall not be liable to the Subscriber for any breach of any provision of this Agreement caused by any reason outside the control or responsibility of the Sparta Telecom including without limitation the failure of any third party public telecommunications supplier, operator or network carrier to provide network capacity (or any element thereof) to Sparta Telecom on which it was reliant for the purposes of this Agreement (whether in breach of contract or otherwise) any Act of God, inclement weather, failure or shortage of power supplies, flood, drought, lightening or fire, strike, lock-out, trade dispute or labour disturbance, any act or omission of Government, highways authorities, or other competent authorities.
7.5 The Sparta Telecom shall not in any event be liable to the Subscriber for any indirect, consequential or incidental loss or special damages howsoever arising or for any loss of revenue, such as ebay or others, anticipated savings or profits and the Subscriber shall indemnify and keep the Sparta Telecom indemnified against any claims and expenses arising out of the foregoing.
7.6 For the avoidance of doubt, Sparta Telecom shall not in any event be liable to the Subscriber or any third party for any claims, liabilities, damages, costs or losses, whether direct or indirect, or for any loss of revenue, business such as ebay or others, anticipated savings or profit arising in connection with the failure of the Subscriber to comply with any or all of its obligations under this Agreement.
7.7 Sparta Telecom will not make payment nor agrees to any sum payable to the subscriber for any Early Termination Fee imposed by the previous provider on the subscriber, when the subscriber transfers services to Sparta Telecom.
8.1 The Subscriber shall be invoiced monthly by the Sparta Telecom unless agreement is offered and accepted for quarterly billing and agrees to pay charges, by Direct Debit, within 14 days of receipt of invoice.
8.2 Usage charges will be as detailed in the Sparta Telecom’s price list.
8.3 Sparta Telecom shall have the right to alter the charges in Sparta Telecom’s price list from time to time by giving the Subscriber not less than 28 days’ notice, except where a specific guarantee is active. Any changes in government legislation including Vat rates will override price guarantee, and will not be deemed as a core increase and therefore will not be covered under Ofcom regulations for leaving without ETF charge, as any of these changes will be beyond our control.
8.4 Usage charges payable shall be calculated by reference to data recorded or logged by or on behalf of the Sparta Telecom and not by reference to any data recorded or logged by the Subscriber.
8.5 Sparta Telecom reserves the right to charge daily interest on amounts outstanding 14 days after invoice until payment in full is received, at a rate equal to 8% per annum above the Bank of England Base Lending Rate as current from time to time, whether before or after judgement. Interest shall continue to accrue notwithstanding termination of this Agreement.
8.6 All sums referred to in this Agreement are inclusive of Value Added Tax and any taxes of a similar nature which may from time to time be introduced.ETF (Early Termination Fees) do attract VAT.
8.7 Payment of all sums due to Sparta Telecom shall be made without any set-off whatsoever.
8.8 If a Subscriber has trouble paying bills or manages their account in a way that arrears occur, then Sparta Telecom, reserve the right to alter the payment frequency from quarterly to monthly in order to help the Subscriber manage their account. If Sparta Telecom decides to change the payment frequency, then the Subscriber will receive this notice in writing via post/email before the change is made. Where arrears occur, Sparta Telecom may offer the subscriber a payment plan to assist.
8.9 As part of its credit management procedures Sparta Telecom may at any time
(a) Require the Subscriber to pay a deposit; and/or
(b) Carry out a credit vet of the Subscriber. The Subscriber agrees and consents to provide Sparta Telecom with any Information that Sparta Telecom may reasonably require for this.
9.1 This Agreement may be terminated forthwith by Sparta Telecom either orally (confirming such notification in writing) including email or in writing if there is a material or persistent breach by the Subscriber of any of the Subscriber’s obligations under this Agreement (including without limitation non-payment of charges due) and in the case of breaches which are capable of remedy the Subscriber fails to remedy the same within 7 days of such notice.
We will apply a termination charge if you stop your service when still within your contract minimum term for example, transferring your service to another provider. When you sign up for a minimum term service, the costs of that service are spread across the term period, for example over 18 or 24 month... Early Termination charges are applied to recover the costs of the service provided to you over the minimum contract period.
Early Termination charges apply to all our products or service taken out.
If you terminate your 18 month or Longer Term contract before the expiry date, you are liable and agree to pay us a termination charge as follows:
Note: A Termination charge does attract VAT. And will be included in a final bill sent.
If terminating a 18 month contract after three months, the remaining 15 months rental will be charged, e.g. £12.99 per month line rental x 15 months remaining = £194.85 Termination charge + vat
If terminating a Longer Term contract i.e. 24 month after six months, the remaining eighteen months rental, for the remaining contract term will be charged e.g £12.99 per month line rental x 18 months remaining = £233.82 Termination Charge. + vat
In accordance with the conditions for Sparta Telecom, if you terminate the contract within the minimum period, you agree and will have to pay us any applicable rental charges for the remainder of the minimum period
Sparta Telecom may also terminate the contract if;
9.1 Sparta Telecom may terminate the Contract by giving notice in writing to Customer if:
(a) Customer is consistently a late payer or fails to pay any sums due to Sparta Telecom by the 15th of the month of the date of the invoice, in the case of a quarterly billed customer fails to pay sums on the quarterly date requested;
(b) Customer is in material breach of the Contract, which if capable of remedy has not been remedied within 20 days of receipt of written notice specifying the breach in reasonable detail and requiring its remedy; Failure may result in immediate termination and ceased lines
(c) Customer makes any voluntary arrangements with its creditors or becomes subject to an administration order or goes into liquidation or files for bankruptcy , whether voluntary or compulsory (other than for the purposes of a solvent reconstruction or amalgamation), or an encumbrancer takes possession of or a receiver is appointed in respect of any of its assets;
(d) Customer fails to give any deposit or security required by Sparta Telecom under Clause 9.2; or
(g) Customer has given false information in order to obtain services by deception.
(h) Customer is abusive including racial or foul and abusive language, including threats to any member of Sparta Telecom or it’s agents during any call made to us or by us.
(i) Sparta Telecom is obliged to comply with acourt order, instruction or request of government, regulatory authority, emergency services organisation or other competent authority
9.2 Notwithstanding anything to the contrary expressed or implied in this Agreement, either party (without prejudice to its own rights) may terminate this Agreement forthwith in the event that a liquidator (other than for the purpose of amalgamation or reconstruction), trustee in bankruptcy, administrator or receiver and manager is appointed in respect of the whole or part of the assets of the Subscriber, or the Subscriber enters into an arrangement or composition with its creditors, or other circumstances arise which entitle a court or creditor to appoint a receiver or administrator or to make a winding up order.
9.3 If the Subscriber wishes to cancel this Agreement in whole or in part prior to the Connection Date Sparta Telecom will agree to accept such cancellation upon written notice on the basis that the Subscriber shall agree to reimburse to Sparta Telecom any outstanding charges.
9.4 If the subscriber has already been connected and cancels the service or is terminated under this agreement by Sparta Telecom, then a final bill will be raised the following month after we receive notification of calls made up to the last day of service. This would be in addition to any Early termination invoice sent.
9.5 Where breach of 9.1 (a) (b) (c) (d) (e) (f) (g) (h) (i) and including 9.2 occurs, then Sparta Telecom will order the cease of the line/s without delay. Any outstanding sums up to the point of disconnection agrees will be payable by the subscriber to Sparta Telecom
Sparta Telecom may, but the Subscriber shall not (without the prior written consent of Sparta Telecom such consent not to be unreasonably withheld or delayed), assign or delegate or otherwise deal with all or any of its rights or obligations under this Agreement. This agreement is not transferrable to any other party.
11.1 This Agreement represents the entire understanding between the parties in relation to the subject matter hereof and supersedes all other agreements and representations made by either party, whether oral or written. This Agreement may be modified upon Sparta Telecom giving to the Subscriber not less than 30 days prior written notice thereof.
11.2 Failure by either party to exercise or enforce any right conferred by this Agreement shall not be deemed to be a waiver of any such right nor operate so as to bar the exercise or enforcement thereof or of any other right on any later occasion.
11.3 By signing the Order Form or agreeing to the order by phone or email the Subscriber thereby agrees to the total exclusion of all its (the Subscriber’s) terms and conditions of a business from this Agreement.
11.4 Any notice, invoice or other document which may be given by either party under this Agreement shall be in writing (except as provided otherwise) and shall be deemed to have been duly given if addressed to the party to which it is to be given and if left at or delivered by pre-paid recorded delivery mail or facsimile (provided that such facsimile is then confirmed by pre-paid mail) or email to that party’s address as shown on the Order or in either case at such other address as has been notified by one party to the other.
11.5 This Agreement shall be governed by and construed and interpreted in accordance with English law, and the parties hereby submit to the jurisdiction of the English courts.
11.6 Any representative of an organisation of the local authority or health authority who signs or agrees by phone or email but confirmed in writing by them on behalf of the Subscriber will be deemed an authorised signatory and thereby guarantee the Subscriber’s acceptance of its obligations under this Agreement.
11.7 Any terms that would be implied herein by statute or common law shall be excluded to the fullest extent permitted by law.
12.1 If the Subscriber does not pay a bill, Sparta Telecom may instruct a debt collection agency to collect payment (including any interest) on its behalf. If Sparta Telecom instructs an agency, the Subscriber must pay Sparta Telecom an additional sum.
12.2 This will not exceed the reasonable costs Sparta Telecom has to pay to the agency, who will add the sum to the Subscriber’s outstanding debt on Sparta Telecom’s behalf.
12.3 A letter of suspension of services notice will be issued to the Subscriber with the outstanding amount and date to be paid. And an administration notice charge of £40 will be added to the Subscriber’s total bill, and will be shown in the suspension of services noticethis will be sent via post or email or notified verbally by phone.
12.4 Anadministration feenotice will be issued if payment is still outstanding despite the Subscriber being informed and given time to pay. In this case when the administration fee notice is issued along with and as part of the suspension notice, Credit reference agencies will be informed, and an entry will be applied to the Subscriber’s credit record. PLEASE NOTE: This could mean that you may have trouble getting credit in the future.
12.5 If any sum owed by the Subscriber to Sparta Telecom under the Contract or any other contract the Subscriber has with Sparta Telecom is not paid by the due date, Sparta Telecom may deduct this sum from any payment or credit due to the Subscriber under the Contract or any other contract with Sparta Telecom. If a Subscriber’s account is subject to Sparta Telecoms Legal department, then the department’s decision will be final.
12.6 Failure to pay amounts owed to Sparta Telecom, Subscribers will be sent arrears letter, followed by a combined Suspension and administration fee notice. Should outstanding payments still remain unpaid, Sparta Telecom will issue a legal warning notice. Any payments outstanding and still unpaid, Sparta Telecom will commence court action to recover amounts owed, by way of CCJ, and will incur county court judgements or high court writ fees will be added on top.
Please note: High court officers will add additional charges onto any order given to us under a schedule laid down by the court.
Sparta Telecom may check the Subscriber’s details with a fraud prevention agency. If the Subscriber provides information that Sparta Telecom reasonably believes to be false or incorrect and Sparta Telecom suspects fraud, Sparta Telecom may record this information with a fraud prevention agency. Sparta Telecom and other organisations may use and search this information. If an order is being processed it will be cancelled and stopped from being connected. If a line is already connected when information is received and confirmed fraud, the line will be ceased immediately.
The Subscriber understands that should Sparta Telecom have to take court action, then additional fees will be added to the subscribers account for court and any high court fees as well. Bailiffs and High Court enforcement officers may add additional charge fees on top.
15.1 Sparta Telecom will try to work through any dispute that the subscriber may have with Sparta Telecom. If this does not resolve the matter then the Subscriber may refer it:
(i) where appropriate, in accordance with the details set out in Sparta Telecoms Customer Complaints Code located at www.spartatelecom.com/complaintscode, copies of which are available on request; and
(ii) Otherwise, by reference to the Ombudsman/communications if;
(iii) More than 8 weeks have passed with no final resolution from ourselves or
(iv) We issue a deadlock letter to you.
(v) We have issued a final report and you are still unhappy.
(NOTE) The Ombudsman will not take any case where we have not been given the opportunity to investigate the matterfully or you have not gone through our complaints procedure.
15.2 Any dispute must be raised in writing with the subscriber’s or Sparta Telecoms representative as appropriate giving all relevant details including the nature and extent of the dispute. The subscriber and Sparta Telecom will use reasonable endeavours to resolve any dispute as follows:
(i) a dispute which has not been resolved by the subscriber’s or Sparta Telecoms representative within 14 days of being raised may be referred by the subscriber or Sparta Telecom to the first level by written notice to the other; and
(ii) if the dispute is not resolved at the first level within 14 days of referral, the subscriber or Sparta Telecom may refer the dispute to the second level by written notice or verbally to the other. The subscriber’s and Sparta Telecoms representatives at the first and second levels are as notified by the subscriber and Sparta Telecom to the other from time to time.
15.3 If the dispute is not resolved after the procedures detailed in clause 15.2 and have been followed then the parties agree to consider resolving the dispute by an Alternative Dispute Resolution (ADR) mechanism, including but not limited to:
(i) early evaluation in accordance with the Ombudsman rules; or
(ii) expert determination in accordance with Ombudsman investigative procedures; or
(iii) mediation in accordance with the IDRS Cost-Controlled Mediation Procedure
15.4 Any ADR will be conducted in Luton or other location as determined by the ombudsman and in the English language, or by way of Email.
16.1 Sparta Telecom has a duty under the GDPR (General Data Protection Regulation) and Ofcom regulations to protect our Subscribers account. Therefore Sparta Telecom may take instructions from a person whom it thinks, with good reason, is acting with the subscriber’s permission. Sparta Telecom will only discuss an account or act on a third party instructions where the subscriber has been asked and has given their permission to talk with a third party on the account including action taken on the account or
16.2 Where the third party has a POA (Power of Attorney) which bears their name (Must be a Property and Financial where LPA is concerned). The third party as part of their legal responsibilities should supply a copy of the POA to Sparta Telecom and which we will take as authority to discuss and make changes on the account.
16.3 Sparta Telecom will only discuss or act on instructions under these two conditions. Sparta Telecom acts at all times to protect subscribers accounts.
16.4 The provisions of the Contract will not affect the statutory rights of a Subscriber who is acting for purposes which are outside the Subscriber’s trade, business or profession.
16.5 Where an order is placed by the Subscriber acting for purposes which are related to the Subscriber’s trade, business or profession, it will be deemed a business to business transaction to which the Consumer Protection (Distance Selling) Regulations 2000 as amended by the Consumer Protection (Distance Selling) (Amendment) Regulations 2005 do not apply and which will be subject to Business Terms and conditions separate form these terms and conditions which apply to consumer only. Packages for consumers will not be offered and any subscriber changing from a consumer to a business subscriber, will only be offered business pages, and will be issued with the Business Terms and Conditions.
17.1 If Sparta Telecom installs the Equipment the Subscriber:
(a) agrees to prepare the Site according to any instructions Sparta Telecom may give and to provide Sparta Telecom with reasonable access to the Site for the purposes of the Contract; and
(b) will obtain any permission needed, including permission for any changes to the Site.
The Subscriber and Sparta Telecom will meet each other’s reasonable safety and security requirements when on the Site, this includes protection for any engineer from any covid19 positive or isolated person at the property . If the Subscriber or Sparta Telecom damages the other’s equipment it must pay for any repair or replacement needed. This does not apply where the damage results from normal use.
18.1 Sparta Telecom will try to supply and install the Equipment by any date agreed with the Subscriber, but all dates are estimates.
18.2 If the Subscriber delays or prevents the delivery or installation of the Equipment, Sparta Telecom may apply reasonable additional charges and/or claim a reasonable extension to any date agreed under clause 5. Sparta Telecom will notify the Subscriber in writing of any additional charges or charges will be as set out in Sparta Telecom Price List, which the Subscriber will pay directly to Sparta Telecom.
18.3 The Subscriber is responsible for making the Site good, after any work undertaken by Sparta Telecom at the Site, including putting items back and for re-decorating.
18.4 Where Openreach engineers attends a subscribers premises to make connections to any socket, Once completed any interference or changes within that socket connection cannot be made without express permission from Sparta Telecom. If the Subscriber or any third party, inspect, change, remove, add or alter any wires, either themselves or by employing a third party engineer without authority from Sparta Telecom, then the Subscriber agrees to pay Sparta Telecom £135 + vat for un authorised engineering work, regardless if the Subscribers line is affected or not. Work on the subscriber’s line can only be carried out by Openreach engineers upon receipt of a Sparta Telecom special Order No.
19.1 If Openreach installs the Equipment, Openreach will test it to ensure that it is ready for use. Acceptance of the Equipment by the subscriber will take place on the earlier of: (a) the date when Sparta Telecom notifies the subscriber that the Equipment has passed Sparta Telecom's tests and is ready for use; or (b) the date when the subscriber begins to use the Equipment.
19.2 If Openreach does not install the Equipment, acceptance of the Equipment by the subscriber will take place when the consumer takes delivery or possession of the Equipment.
19.3 Acceptance will not be prevented by minor faults that do not affect the Equipment’s performance, but Sparta Telecom will fix those minor faults within a reasonable time.
20.1 Until it has paid for the Equipment, the Subscriber will:
(a) keep the Equipment safe and only use it in accordance with any instructions Sparta Telecom may give;
(b) not move the Equipment or any part of it from the Site;
(c) ensure that the Equipment is without risk to health;
(d) only use or allow the Equipment to be used for any purpose for which it is designed;
(e) not make any alterations or attachments to the Equipment without Sparta Telecom’s prior written consent. If Sparta Telecom gives its consent, any alterations or attachments will become part of the Equipment;
(f) not sell, charge, assign, transfer or dispose of or part with possession of the Equipment or any part of it;
(g) not allow any lien, encumbrance or security interest over the Equipment, nor pledge the credit of Sparta Telecom for the repair of the Equipment or otherwise;
(h) not claim to be owner of the Equipment and ensure that the owner of the Site will not claim ownership of the Equipment, even if the Equipment is fixed to the Site;
(I) indemnify Sparta Telecom against all claims and proceedings arising from the Subscriber’s use of the Equipment or if the Equipment is stolen or damaged as a result of the Subscriber’s negligence or gross misconduct. The Subscriber will keep Sparta Telecom informed of anything which may affect the rights of Sparta Telecom, or involve Sparta Telecom in any proceedings, loss or liability.
21.1 Where the Contract includes delivery or installation, risk passes to the Subscriber on delivery of the Equipment, but the Subscriber will not be liable for any loss or damage that is caused by Sparta Telecom’s negligence.
21.2 Where the Contract does not include delivery or installation risk passes to the Subscriber when the Subscriber takes possession of the Equipment.
21.3 Ownership of the Equipment, (except for the Intellectual Property Rights) will pass to the Subscriber on payment in full of the charges as detailed on the Order Form.
Until payment in full:
(a) the Equipment will appear in the Subscriber's books in the name of Sparta Telecom; and
(b) in the event of Bankruptcy or threatened seizure of the Equipment, the Subscriber will immediately notify Sparta Telecom and Sparta Telecom may take action to repossess the Equipment.The Subscriber will also notify interested third parties of Sparta Telecoms ownership of the Equipment.
22.1 If, for 12 months (or any other period notified to the Subscriber by Sparta Telecom in writing) from acceptance of the Equipment, Sparta Telecom is notified of a fault in the Equipment which is due to faulty design, manufacture or materials, or the negligence of Sparta Telecom, Sparta Telecom will where necessary by arrangement with the Subscriber, replace or (at its option) repair the faulty part free of charge provided that:
(a) the Equipment has been properly kept, used and maintained in accordance with the manufacturer’s or Sparta Telecoms instructions, if any, and has not been modified except with Sparta Telecom’s written consent; or
(b) the fault is not due to accidental or wilful damage; interference with or maintenance of Equipment by persons other than Sparta Telecom; or (c) the fault is not due to faulty design by the Subscriber where the Equipment has been manufactured to the Subscriber’s design.
(c) Where returned equipment is found to have been damaged or in any other state other than wear and tear, then the customer agrees to pay the full market value of the returned equipment.
22.2 This guarantee does not cover fair wear and tear.
22.3 Unless agreed otherwise by Sparta Telecom in writing, where Equipment is installed by the Subscriber, the Subscriber will normally be required to return faulty Equipment to Sparta Telecom (where necessary, by arrangement with the Subscriber).
22.4 If the Subscriber reports a fault and Sparta Telecom finds there is none or that the Subscriber has caused the fault, Sparta Telecom may apply a charge.
22.5 Except where the Subscriber relies on Sparta Telecom’s written advice, it is the Subscriber’s responsibility to satisfy itself as to the suitability of Equipment for its needs.
22.6 Sparta Telecom does not warrant that the Software supplied under the Contract will be free of all faults or that its use will be uninterrupted, but Sparta Telecom will remedy those defects which significantly impair performance (where necessary by arrangement with the Subscriber) within a reasonable time.
23.1 The Subscriber is responsible under Regulation 9 of the Waste Electrical and Electronic Equipment Regulations 2006 (“the WEEE Regulations”) for the costs of collection, treatment, recovery, recycling and environmentally sound disposal of any equipment supplied under the Contract that has become waste electrical and electronic equipment (“WEEE”). Sparta Telecom and the Subscriber acknowledge that for the purposes of Regulation 9 this clause is an agreement stipulating other financing arrangements for the collection, treatment, recovery, recycling and environmentally sound disposal of WEEE.
23.2 The Subscriber is responsible for any information recording or reporting obligations imposed by the WEEE Regulations. The Subscriber will indemnify Sparta Telecom against any claims or legal proceedings that are brought or threatened against Sparta Telecom by a third party which would not have been caused or made had the Subscriber fulfilled its express or implied obligations under this clause or in connection with the WEEE Regulations. Sparta Telecom will notify the Subscriber of any such claims or proceedings and keep the Subscriber informed as to the progress of such claims or proceedings.
23.3 As part of its credit management procedures Sparta Telecom may at any time
(a) require the Subscriber to pay a deposit; and/or
(b) carry out a credit vet of the Subscriber. The Subscriber agrees and consents to provide Sparta Telecom with any information that Sparta Telecom may reasonably require for this.
23.4 Payment is due on the date specified on the bill.
24.1 If the Subscriber disputes any charge on a bill the Subscriber must notify Sparta Telecom in writing or by phone or email within 6 months of the date of the bill with all relevant information. Where the disputed amount is:-
(a) less than 5% of the total bill, the Subscriber will pay the full amount of the bill; or
(b) more than 5% of the total bill, the Subscriber must pay the amount not in dispute. Any disputes will be resolved promptly and the resolved amount if any is payable immediately.
25.1 If Sparta Telecom does not receive payment by the due date, Sparta Telecom will charge the Subscriber daily interest on late payments at a per annum rate equal to 8% above the base lending rate of the Bank of England, compounded daily, forthe period beginning on the date on which payment is due and ending on the date on which payment is made. In addition the Subscriber will be charged £10.50 late payment fee to cover the cost of administering your account when a payment has not been made and is in arrears, Sparta Telecom will charge £40 administration charge each month to further administer your account. The charge will be added to your account.
25.2 If the Subscriber does not pay a bill, outstanding arrears or any other fee which is chargeable to which the Subscriber has been notified, Sparta Telecom may instruct an outside third party debt enforcement agency to collect payment (including any interest) and legal or other charges on its behalf. If Sparta Telecom instructs a debt enforcement agency, the Subscriber must pay Sparta Telecom an additional sum. This will not exceed the reasonable costs Sparta Telecom has to pay to the agency, who will add the sum to the Subscriber’s outstanding debt on Sparta Telecoms behalf. Sparta Telecom may instead issue a County Court claim, if the Subscriber fails to continue to pay outstanding amounts to Sparta Telecom
25.3 If no action is taken by the Subscriber on the arrears letter, then anadministration fee notice will be sent, should bills still remain unpaid. An administration charge of £40 will be charged each time an administration fee notice is issued, this charge is to cover the administration of your account whilst in arrears. Failure to pay bills or arrears at this stage, will mean a warning of county court action notice being issued with again a £40 administration charge If the account remains in arrears. If after this notice if the account remains in arrears, then action by Sparta Telecom as at section 9.1 (a) and 9.5 will be commenced
25.4 If a Subscriber’s account remains in arrears through non-payment, then the Subscriber’s account will be passed to an outside third party debt enforcement company, who are also licenced to act as bailiffs for the court. They have the authority from Sparta Telecom, to engage the county court or high court should a writ be required to recover outstanding payments. Additional costs may be added by the court or Sparta telecoms legal, fees and/or the Third Party Debt enforcement agency charges which will be added to the amount the Subscriber is required to pay. Any lines will be suspended
Once a Subscriber’s account is passed to the debt enforcement company, then all payments including arrears must be paid to them and NOT Sparta Telecom. If a Subscribers line is still in contract with us, then a Subscriber will continue to be billed for the line rental and any calls, and will still be expected to make payment as per the terms and conditions, regardless of the collection of any arrears or until such time as the line is ceased.
25.5 If any sum owed by the Subscriber to Sparta Telecom under the Contract or any other contract the Subscriber has with Sparta Telecom is not paid by the due date, Sparta Telecom may deduct this sum from any payment or credit due to the Subscriber under the Contract or any other contract with Sparta Telecom. If Sparta Telecom is forced to recover monies not paid via court action, then the Subscriber will also pay all Sparta Telecoms and their own court costs. The Subscriber will also have to pay Sparta Telecoms court fees and any additional fees if an enforcement notice is required and any subsequent court enforcement officer’s fees.
26.1 The Contract cannot be varied without the written agreement of the parties, except that Sparta Telecom may make minor changes to the specification of the Equipment which do not affect its performance, any change in the law which requires Sparta Telecom to enforce this with its Subscriber, in those circumstances, the Subscriber will be informed by letter or email before any change takes place.
27.1 Sparta Telecom may end or suspend the Contract at any time if
(a) before Sparta Telecom delivers the Equipment or the Subscriber takes possession of the Equipment on 7 days written notice by post or email to the Subscriber;
(b) with immediate effect if the Subscriber:
(i) The Subscriber breaches the Contract and, if the breach is capable of remedy, fails to put right the breach within a reasonable time of being asked by Sparta Telecom to do so. In this clause breach includes non-payment of any valid invoice by the due date; or
(ii) has bankruptcy or insolvency proceedings brought againstthem; or makes an arrangement with its creditors (other than where solely for solvent amalgamation or solvent reconstruction); or a receiver, administrative receiver or administrator is appointed over any of its assets; or it goes into liquidation; or a notice is given, a petition is issued, a resolution is passed or any other step is taken to commence any of the foregoing procedures; or there is a corresponding event under Scottish law.
(iii) If the subscriber makes any threats, or causes harassment or uses foul and abusive language or any other abuse of any member of staff at Sparta telecom at any time.
27.2 The Subscriber may:
(a) cancel an order prior to delivery or connection as long as this is 48 hours before Openreach make the connection. Note; If the Subscriber fails to notify Sparta Telecom prior to the 48 hour window, it will be too late to cancel the engineer. If the subscriber cancels during the 48 hours prior to connection, when it’s too late to cancel, then the subscriber agrees to pay Sparta Telecom a cancellation charge or Early Termination Fee, as notified by Sparta Telecom to the Subscriber or as set out in the Sparta Telecom Price List, which may include;
(i) Sparta Telecom’s charges for order processing and management; and/or,
(ii) Sparta Telecom’s charges for Equipment returns; and/or
(iii) the full charges for the Equipment and any Software. Sparta Telecom will try to keep such charges to a minimum
(iv) The cost of the engineer.
27.3 end the Contract if
(i) Sparta Telecom materially breaches the Contract and, if the breach is capable of remedy, fails to put right the breach within a reasonable time of being asked by the Subscriber to do so; or
(ii) Sparta Telecom ceases to do business; or has bankruptcy or insolvency proceedings brought against it; or makes an arrangement with its creditors (other than where solely for solvent amalgamation or solvent reconstruction); or a receiver, administrative receiver or administrator is appointed over any of its assets; or it goes into liquidation; or a notice is given, a petition is issued, a resolution is passed or any other step is taken to commence any of the foregoing procedures; or there is a corresponding event under Scottish Law.
We will apply a termination charge if you stop your service when still within your contract term. When you sign up for a minimum term service, the costs of that service are spread across the term period, for example over 12, 18 or 24 month.. Early Termination charges are applied to recover the costs of the service including installation and disconnection and administration work provided to you over the minimum contract period.
Early Termination charges apply to all our products or service taken out.
If you terminate your minimum term contract before the expiry date, you are liable to pay us a termination charge as follows:
Note: A Termination charge does attract VAT.
• If terminating a 18 month contract after three months, the remaining 15 months rental will be charged, i.e. £12.99 per month line rental x 15 months remaining = £194.85 Termination charge +Vat
• If terminating a Longer Term contract i.e. 24 month after six months, the remaining eighteen months rental, for the remaining contract term will be charged. £12.99 per month line rental x 18 months remaining = £233.82 +Vat Termination Charge In accordance with the conditions for Sparta Telecom, if you terminate the contract within the minimum period, you will have to pay us any applicable rental charges for the remainder of the minimum period.
29.1 Neither the Subscriber or Sparta Telecom excludes or restricts in any way its liability under or in connection with the Contract for death or personal injury caused by its negligence or to any extent not permitted by law.
29.2 Subject to clauses 10.1 and 10.3, the Subscriber and Sparta Telecom’s liability to the other under or in connection with the Contract for all and any direct loss or damage arising from any one incident or series of connected incidents is limited to
(a) £1,000 for loss of or damage to physical property; and
(b) for all other loss or damage, the greater of either
(c) £10,000; or
(d) 125% of the amounts payable
by the Subscriber under the Contract.
29.3 Neither the Subscriber or Sparta Telecom will be liable to the other (whether in contract, tort, under statute, for misrepresentation or otherwise (including in each case negligence) and whether or not the party concerned was advised in advance of the possibility of such loss or damage, for:
(a) any of the following types of loss or damage whether direct, indirect or consequential howsoever arising under or in connection with the Contract or any part of it: loss of profit, loss of revenue, loss of anticipated savings, loss of opportunity, loss of business, wasted expenditure, loss from business interruption, loss or destruction of data,loss of contracts, loss from expenditure of time by managers and employees, liability to third parties, pecuniary losses arising from goodwill, or loss of or damage to goodwill; or
(b) any indirect or consequential loss or damage whatsoever.
(c) Nothing in this clause 10 or in the Contract excludes or limits the Subscriber’s liability to pay (without set off) the charges.
(d) The limitations of liability referred to in clauses
(e) Each part of this clause 10 operates separately. If any part of the clause is held by a Court to be unreasonable or inapplicable the rest of the clause will continue to apply
30.1 All Intellectual Property Rights whether pre-existing or created by the Subscriber or Sparta Telecom during or arising from the performance of the Contract will remain the absolute property of that party or its licensor’s.
30.2 If Software is provided to enable the Subscriber to use the Equipment, Sparta Telecom grants the Subscriber a non-exclusive and non-transferable licence to use the Software in object code form solely as necessary for its own use of the Equipment and solely in accordance with the Contract and the applicable documentation.
30.4 Except as permitted by applicable law or as expressly permitted under the Contract the Subscriber agrees not to copy, de-compile or modify any Software, or knowingly permit anyone else to do so.
30.5 Sparta Telecom will indemnify the Subscriber against all claims and proceedings arising from infringement of any third party’s Intellectual Property Rights by Sparta Telecom’s provision of the Equipment to the Subscriber. This indemnity will not apply to claims or proceedings arising from:
(a) use of the Equipment or Software in conjunction or combination with other equipment or software or any other service not supplied by Sparta Telecom; or
(b) any unauthorised modification of the Equipment or Software; or
(c) content, designs, specifications or software supplied by or on behalf of the Subscriber; or
(d) use of the Equipment or Software other than in accordance with the Contract; or
(e) breach by the Subscriber of clause 11.3. In relation to any claim or allegation of infringement the Subscriber will promptly notify Sparta Telecom in writing and must not make any admission without Sparta Telecom’s prior written consent. The Subscriber will allow Sparta Telecom sole conduct of all negotiations and proceedings and give Sparta Telecom all reasonable assistance in doing so. Sparta Telecom will pay the Subscriber’s reasonable expenses for such assistance.
30.6 If the Equipment becomes, or Sparta Telecom believes it is likely to become, the subject of a claim of infringement of any Intellectual Property Rights Sparta Telecom, at its option and expense, may:
(a) secure for the Subscriber a right of continued use: or
(b) modify or replace the Equipment so that it is no longer infringing, provided that modification or replacement must not materially affect the performance of the Equipment. If the indemnity in clause 11.5 applies and none of the remedies in this clause is available to Sparta Telecom on reasonable terms, Sparta Telecom may notify the Subscriber and collect the Equipment from the Site and refund the Subscriber the sums paid to Sparta Telecom for the Equipment.
30.7 The indemnity in clause 5 sets out the Subscriber’s sole and exclusive remedy for infringement of Intellectual Property Rights.
30.8 Subject to clause
30.9 Sparta Telecom and the Subscriber will keep in confidence all Confidential Information obtained under or in connection with the Contract and will not disclose it to any party other than in confidence to: (a) their employees or employees of their Group Companies; or; or
(b) their professional advisers; or
(c) in the case of Sparta Telecom, employees of their subcontractors or suppliers who have a need to know such Confidential Information and to the extent necessary for performance of the Contract or use of the Equipment.
30.10 If either Sparta Telecom or the Subscriber receives a demand from a lawful authority, regulatory authority or court to disclose any Confidential Information provided to it by the other, it may comply with such demand if it has:
(a) satisfied itself that the demand is lawful;
(b) given the other party the maximum written notice permissible under the demand in which to make representations; and
(c) marked the required information as the Confidential Information of the other party.
30.11 Information Sparta Telecom holds about the Subscriber may be used for fraud prevention and credit vetting purposes and this may include Sparta Telecom sharing such information with third party companies including other communication companies.
30.12 Where the Freedom of Information Act 2000 does not apply to Sparta Telecom, you should therefore make a request under GDPR instead applies to the Subscriber and the Subscriber should make a request under the Act that includes any information held by the Subscriber that was provided by Sparta Telecom in connection with the Contract the Subscriber will an administration charge will apply, and request must be made in writing and signed:
(a) notify Sparta Telecom immediately of the request; and
(b) give Sparta Telecom at least five Working Days to make representations.
32.1 (a) If the Subscriber or Sparta Telecom is prevented, hindered or delayed from performing any obligation under the Contract because of something beyond its reasonable control including: act of God, natural disaster, lightning, flood, subsidence, earthquake, weather conditions, epidemic, pandemic, fire, explosion, war, civil disorder, acts of terrorism, something beyond the reasonable control of its suppliers, industrial disputes, acts or omissions of local or central government or other competent authorities, or acts or omissions of parties for whom the Subscriber or Sparta Telecom is not responsible, change of law or any other cause whether similar or dissimilar that is outside its reasonable control, including covid19 or where an MBOC is received from Openreach or anything imposed by government order, then it will have no liability to the other for any resulting failure, delay, defect or omission in performing the Contract.
(b) Sparta Telecom will not be liable for failure to or delay in supplying the Equipment if legal or regulatory restrictions are imposed that prevent Sparta Telecom from supplying the Equipment
(c) If any of the events detailed in clauses 1(a) or 1(b) materially affects the performance of the Contract and continues for more than three months then the Subscriber or Sparta Telecom may terminate the Contract in whole or part by written notice to the other. Escalation and Dispute Resolution
33.1 The Subscriber and Sparta Telecom may not transfer any of their rights or obligations under the Contract without the written consent of the other, except that:
(a) The Subscriber may transfer its rights or obligations or both to a Group Company with the written consent of Sparta Telecom, such consent not to be unreasonably withheld or delay d; and
(b) Sparta Telecom may transfer its rights or obligations or both to a Group Company without consent provided that it notifies the Subscriber that it has done so.
34.1 If any term of the Contract is held invalid, illegal or unenforceable by any court of competent jurisdiction, it will be severed and the remaining terms will continue in full force as if the Contract had been made without the invalid, illegal or unenforceable terms.
35.1 Subject to clause 11.3, clause 11.2 will survive the termination or expiry of the Contract and will survive the termination or expiry of the Contract for two years.
(a) The Contract contains the entire agreement between the Subscriber and Sparta Telecom and supersedes all previous understandings, commitments, representations, agreements, draft agreements, arrangements, undertakings, or prior collateral contracts of any nature made by the Subscriber and Sparta Telecom, whether written or oral relating to its subject matter.
(b) The Subscriber and Sparta Telecom each agree that in entering into the Contract they have not relied upon and have no rights or remedies (whether in tort, under statute or otherwise) in respect of any statements, collateral or other warranties, assurances, undertakings or representations (whether innocently or negligently made) of any party (whether party to the Contract or not) in relation to the subject matter of the Contract, except for those contained in the Contract.
(c) Nothing in this clause 12.6 excludes or restricts the liability of either the Subscriber or Sparta Telecom to the other arising out of pre-contract fraudulent misrepresentation or fraudulent concealment.
37.1 A failure or delay by the Subscriber or Sparta Telecom to exercise any right or act upon a breach under the Contract will not be a waiver of that right or breach. If the Subscriber or Sparta Telecom waives a right or breach of the Contract, that waiver is limited to the particular right or breach.
38.1 The Contract does not create any right enforceable by any party who is not the Subscriber or Sparta Telecom (a “Third Party”) under the Contract (Rights of Third Parties) Act 1999 but this does not affect any right or remedy of a Third Party which exists or is available apart from that Act.
39.1 Notices given under the Contract must be in writing and delivered by hand, email or first class post to the following addresses:
(a) to Sparta Telecom at the address shown on the bill or any address (including email address) which Sparta Telecom provides to the Subscriber for this purpose; or
(b) to the Subscriber at any one or more of the following: the address to which the Subscriber asks Sparta Telecom to send bills or the address of the Site or the Subscriber’s primary email address or if the Subscriber is a limited company, its registered office. If the subscriber is found to be a business and not a consumer, then, clause 7.2 will apply to notices given.
40.1 The Contract is governed by the law of England and Wales and is subject to the non-exclusive jurisdiction of the English courts.
41.1 The Subscriber and Sparta Telecom will comply with their respective obligations under the GDPR (General Data Protection Regulations) and any data protection, privacy or similar laws that apply to any personal data processed in connection with the Contract. The Subscriber and Sparta Telecom will provide such help and co-operation as is reasonably necessary or requested by the other to enable compliance with this clause.
42.1 Sparta Telecom may take instructions from a person whom it thinks, with good reason, is acting with the Subscriber’s permission. Subscribers may use a third party to give instructions provided that (a) the Subscriber can verbally tell us themselves of authorisation or (b) they have a power of Attorney (POA) to which a copy must be sent to us before we can take instructions or discus the Subscribers account. This is under the Data Protection Act and governs our responses to such requests.
42.2 Where an LPA is submitted by a third party it can only be accepted if the LPA is made on the basis of Property & Financial where the third party can act on the subscriber’s behalf.
42.3 Where an LPA is submitted by a third party and it’s on the basis of Health & welfare, this will not be accepted as its not applicable to telecoms, and the third party will have to refer to the OPG for further advice.