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The TERMS & CONDITIONS below constitutes the rights and obligations of AdaptiveBiz "Ngoma" and must be read in conjuction with any purchase made from AdaptiveBiz or from any of its subsidiary companies. Please take time to read these Terms and Conditions. General Terms and Conditions: These general terms and conditions describe the rights and obligations of Adaptive Business Telephony Applications Limited hereto referred as "Ngoma" and its customers concerning the delivery, performance and use of the Products and Services. 1. DEFINITIONS 1.1 Acceptable Use Policy: The policy governing the use of the Products and Services by a Customer whether required by AdaptiveBiz or the telecommunications operator of any Network that facilitates access to the Services which is described in clause 5 below. 1.2 Account: The account registered or activated by a Customer that AdaptiveBiz uses to provide the Products and Services to a Customer and to administer a Customer's Personal Data. 1.3 Agreement: These are general terms and conditions published by AdaptiveBiz from time to time, including any special offers. An Agreement is deemed made between a Customer and AdaptiveBiz when a Customer registers or activates an Account, uses our Top Up Services or uses our Services, whichever occurs first, and we will provide access to the Network as soon as we can so that provision of the Services can start. 1.4 Charges: The tariffs applicable from time to time for the use of the Services, including any connection fees and special offers. The current tariffs are available at http://www.ngoma.co.uk 1.5 Customer: Any individual, company or partnership that registers or activates an Account with AdaptiveBiz. In these general terms and conditions, the Customer is sometimes referred to as "you" or "your". 1.6 Customer Services Department: The department of AdaptiveBiz that you may contact for any enquiries about the Products or Services. You may contact the Customer Services Department in several ways: 1. dial 01753202856 from a telephone or mobile phone 2. visit the website of AdaptiveBiz at http://www.ngoma.co.uk 3. e-mail the Customer Services Department admin@ngoma.co.uk 1.7 Ngoma: Adaptive Business Telephony Applications Limited (company registration number 7347382 ) with its registered office located at 38 Pascal Drive Milton Keynes MK5 6LS, United Kingdom 1.8 Network: The telecommunications networks used by AdaptiveBiz to provide the Services to you. 1.9 Personal Data: The personal information that you provide to AdaptiveBiz or that AdaptiveBiz generates, collects, uses, processes and stores about you while providing the Services, including but not limited to your name, address, date of birth, mobile telephone number, call data records including Traffic Data and Location Data, top-up records, credit card or debit card details, billing records, voice mail recordings, copies of e-mails including your e-mail address, and records of Customer Services Department enquiries made by you. 1.10 Privacy Policy: The policy that describes how AdaptiveBiz generates, collects, uses, processes and stores your Personal Data. The current Privacy Policy is available at http://www.ngoma.co.uk 1.11 Products: The AdaptiveBiz and AdaptiveBiz Top-Up Voucher and any other products offered by AdaptiveBiz, including promotional products. 1.12 Top-Up Services: The services you may use to add credit to the balance of your Account, including the Top-Up Voucher, Online Top-Up and Auto Top-Up. 2. OBLIGATION TO PROVIDE THE SERVICES 2.1 AdaptiveBiz will provide the Services to you using its own Network and the Networks of one or more telecommunications operators. Occasionally any of these Networks may be unavailable for maintenance, modifications, upgrades, emergencies or to protect the security of the Network. At these times the Services may be temporarily unavailable. 2.2 Mobile telephony is a form of wireless communication and operates on the basis of the transmission of radio and signal frequencies. The transmission of these radio and signal frequencies may be affected by congestion on the Network due to the number of calls or messages or the amount of data being sent and received. 2.3 The transmission of the radio and signal frequencies may also be affected by the location of the base stations, obstacles such as buildings or underpasses, and by external factors such as geographic or atmospheric conditions. The Services may also be affected by the quality of the GSM mobile telephone chosen and used by you. 2.4 The Roaming Services are subject to the roaming contracts and service quality levels that have been agreed between other national and international telecommunications operators. AdaptiveBiz does not have any control over the contracts or service quality levels agreed between these telecommunications operators. 2.5 For the reasons described above, AdaptiveBiz does not warrant or guarantee that the Services will be uninterrupted or error free (in terms of Network availability, quality or coverage) in all locations at all times, or that the Services will be suitable for your specific requirements, or that the Services will be completely secure against unauthorised interception. 2.6 AdaptiveBiz will endeavour to keep any disruption to the Services to a minimum; however AdaptiveBiz will not be liable to you for any loss, damage or inconvenience incurred by you as a result of any disruption to the Services for the reasons described above. 2.7 Our Customer Services Department may supply your details of the other telecommunications operators we have porting arrangements with from time-to-time. 3. TOP-UP SERVICES 3.1 The Services are prepaid services. You are required to Top Up in advance so your Account is in credit. As Charges are incurred they will be deducted from the amount credited to your Account. No bill or invoice or statement will be issued to You. You may check your credit balance from time-to-time by calling our Customer Services Department. 3.2 You pay for the Services by topping-up your Account using any one of the Top-Up Services available from AdaptiveBiz. You may use the Top-Up Services at any time after registration or activation of your Account. There are several ways that you may top-up your Account: 1. You may purchase a Top-Up Voucher by using the Online Top-Up Service. 2. You may register your details with AdaptiveBiz, purchase a Top-Up Voucher online or activate the PIN Code by using the Online Top-Up service. 3. You may register your details with AdaptiveBiz and subscribe to "AdaptiveBiz" and the Auto Top-Up Facility. You may register your details with AdaptiveBiz and then contact the Customer Services Department. 3.3 If you top-up your Account within ninety (90) days from the date you registered or activated your Account or your last use of the Services (whichever is later), the amount of the top-up credit you purchased will be added to the credit balance in your Account at the time of your top-up. 3.4 The credit balance in your Account may only be used for the Services. You are not entitled to receive any cash refund for any credit balance remaining in your Account at any time, including where you fail to use the Services and your account has been deactivated or where this Agreement has been terminated. 3.5 Interest is not payable on any credit balance in your Account. Each time you use the Services (or someone else uses your account) the credit balance in your Account will be reduced for the voice call, message or data you are making or sending according to the destination and the current Charges. 3.6 For the avoidance of doubt, any Online Top Up shall expire after 30 days from the date of purchase . 4. ACCEPTABLE USE POLICY 4.1 You agree not to use the account or the Services and not to permit another person to use your account or the Services: 1. fraudulently or in connection with a criminal offence; 2. for the purpose of making an unsolicited communication or storing and/ or communicating any material which is offensive, abusive, indecent, defamatory, obscene or menacing, a nuisance or a hoax, or which is a breach of privacy, an infringement of copyright, or is otherwise unlawful, 3. to knowingly and deliberately cause annoyance, inconvenience or needless anxiety to another person, 4. to make any offensive, abusive, indecent, defamatory, obscene or menacing call to any Customer Services Department representative, 5. to transmit a virus or other malicious software, use the Services in a manner that impairs the operation or security of the Network or may cause death, personal injury or damage to property, 6. with equipment that is not approved for use with the Network. 7. to support calls to call forwarding services, onward calling services or calls to telephone numbers which pay a revenue share or resell to others or commercially exploit our Services otherwise than in line with the conditions of this Agreement. 4.2 If AdaptiveBiz reasonably suspects that you have failed to comply with any of the provisions of clause 4.1, AdaptiveBiz shall have the right to suspend, partially or fully, your access to the Services and/ or terminate this Agreement without prior notice and with immediate effect. If AdaptiveBiz terminates this Agreement for this reason, your account will be deactivated. If the account is deactivated, your specific telephone number will be disabled from accessing our services, you will not be able to access or use the Services, and you will not be entitled to a refund of any credit balance in your Account. 4.3 Upon activation of your account, the purchase of a Top-Up Voucher or the use of the Top-Up Services, you may be required to register your Personal Data with AdaptiveBiz, such as your name, address, date of birth, credit card or debit card details. If AdaptiveBiz determines that the Personal Data that you provide is false, AdaptiveBiz shall have the right to suspend, partially or fully, your access to the Services and/ or terminate this Agreement without prior notice and with immediate effect. If AdaptiveBiz terminates this Agreement for this reason, your account will be deactivated. If the account is deactivated, you will not be able to access or use the Services, and you will not be entitled to a refund of any credit balance in your Account. 5. DATA PROTECTION AND PERSONAL DATA 5.1 AdaptiveBiz will only generate, collect, use, process and store your Personal Data in accordance with all applicable laws and regulations, as amended from time to time. 5.2 AdaptiveBiz has implemented appropriate technical and organisational security measures to protect your Personal Data against accidental or unlawful destruction, accidental loss or alteration, or unauthorised or unlawful storage, processing, access or disclosure. 5.3 By registering or activating an Account with AdaptiveBiz, you consent to AdaptiveBiz collecting, processing and sharing Personal Data provided by you or generated in the course of supplying the Services to you, including details of voice calls, messages or data that you have sent for the purposes of 1. the administration of your Account by the Customer Services Department, 2. providing you with service information, for example about Network faults, 3. the prevention or detection of fraud, 4. market research and profiling your usage and purchase preferences, and 5. complying with applicable laws and regulations. 5.4 For AdaptiveBiz to perform its obligations under this Agreement, AdaptiveBiz may need to disclose your Personal Data to other companies that will process your Personal Data on behalf of AdaptiveBiz. These third parties are permitted to use your data only in accordance with our instructions and the law. 5.5 AdaptiveBiz may also need to transfer your Personal Data to third parties, for example our suppliers and service providers, in countries outside the European Economic Area. For example, AdaptiveBiz uses call centre and technical services from an associated company based in Europe. Where the data protection laws of these countries do not provide the same level of data protection as in the UK, we will take steps to ensure your privacy rights are at least as compliant with the requirements of UK law, including requiring appropriate security measures from such third parties, set out in a contract between us, to protect your Personal Data; and monitoring compliance with such security measures for the lifetime of our relationship with such third parties. 5.6 AdaptiveBiz may from time to time monitor or record your conversations with the Customer Services Department. This may be done for quality control purposes, to improve the Services, to ensure compliance with governmental, regulatory or enforcement agency requests or to detect fraud. . 5.7 AdaptiveBiz will, subject to the applicable laws and regulations, provide you with a copy of your Personal Data stored by AdaptiveBiz upon your written request. AdaptiveBiz may charge a nominal administration fee for providing you with a copy of your Personal Data. It is your responsibility to notify AdaptiveBiz of any changes to any Personal Data provided by you to AdaptiveBiz. You may also request that any incorrect information is corrected. Where permitted by the applicable laws and regulations, AdaptiveBiz will delete Personal Data upon your written request. 5.8 AdaptiveBiz and its subsidiary companies may contact you by post, telephone, e-mail or SMS to let you know about products and services offered by AdaptiveBiz, or its subsidiaries or group companies or selected third parties, including any special offers and promotions, which may interest you. If you do not wish to receive this information or be contacted in this way, you may at any time, free of any charge, opt out of this direct marketing by requesting to be put on a designated list. You may make this request by contacting the Customer Services Department or by sending an e-mail to unsubscribe@ngoma.co.uk. 6. LIABILITY OF AdaptiveBiz 6.1 AdaptiveBiz does not accept any liability for the delivery, performance and use of the Products and Services other than as stated in this Agreement. 6.2 AdaptiveBiz is not responsible for damage or loss or inconvenience incurred by you and that results from the content of any voice call, message or data sent or received by you. 6.3 AdaptiveBiz is not responsible for damage or loss or inconvenience incurred by you and that results from the involvement of a third party, including governmental, judicial or administrative bodies. 6.4 AdaptiveBiz is not responsible for any damage or loss incurred by you where such damage or loss is indirect or not a reasonably foreseeable result of a breach by us; nor where we are not at fault or to the extent you have contributed to the damage or loss. 6.5 Nothing in this Agreement shall exclude or limit the liability of either Party for death or personal injury caused by that Party's negligence, liability arising under the Consumer Protection Act 1987 or the consequence of wilful misconduct, fraud, gross negligence of that Party or any other liability which cannot be excluded or limited by applicable law. 6.6 The liability of AdaptiveBiz to you under this Agreement shall be limited to a total maximum aggregate amount of $1,000.00 per claim or series of related claims. 6.7 If you incur any damage or loss or inconvenience, you must notify the Customer Services Department in writing of the claim as soon as possible and in any event within four (4) weeks after the discovery by you of the claim. Damage, loss or inconvenience that has not been reported in writing to the Customer Services Department within this four (4) week period shall not be compensated. This four (4) week period will not apply if you are using the Services as an individual consumer (and not in combination with a trade or business) and you could not have been reasonably expected to notify the Customer Services Department in writing within this period. 6.8 AdaptiveBiz is not responsible for any damage or loss or inconvenience incurred by you, and will not be liable to provide the Products or Services, as a result of any reason outside the control of AdaptiveBiz, including but not limited to an Act of God, natural disaster, industrial action, war (whether declared or undeclared), civil unrest or acts of terrorism, acts of government or local authority or regulatory body, or any act or decision made by a court of competent jurisdiction. These reasons are also known as "force majeure". 7. CHANGES TO THE AGREEMENT 7.1 AdaptiveBiz reserves the right to change these terms and conditions for legal or regulatory reasons, due to developments in the Products and Services we provide you or if we wish to have all our customers on the same terms and conditions. We may also need to change or withdraw all or part of the Products or Services as a result of changes by our Network suppliers or if they are uneconomical or not fulfilling their purpose for you or for us. We may also change our Charges or introduce new Charges. 7.2 Please check our website regularly for any changes. Changes to Charges will be reflected in our tariff table from time-to-time. If a change will be materially detrimental to you, AdaptiveBiz will give you at least one month's notice. If you do not accept a change which is notified to you as materially detrimental then you can cancel this Agreement or cease using the Services or topping-up your Account. If you use the Services or top-up your Account after AdaptiveBiz makes a change, then you are deemed to accept the change. 7.3 If we need to notify you of a change or otherwise in respect of our Services, Charges or this Agreement, we will send you a text message . We may also use the methods set out in clause 8.2, place a recorded message on the phone number for our Customer Services Department or by email, post or phone or some other means. 8. GENERAL PROVISIONS 8.1 If you have a complaint or query about the Products or Services you can contact our Customer Services Department in the ways set out in clause 1.6 of this Agreement. We are also members of OTELO (Office of the Telecoms Ombudsman). OTELO is an independent body who can help resolve problems or complaints between us: for more information, see www.otelo.org.uk 8.2 No term or condition of this Agreement is enforceable by any third party (a person who is not a party to this Agreement) under the Contracts (Rights of Third Parties) Act, 1999. 8.3 Failure or delay by either AdaptiveBiz or the Customer to enforce any right under this Agreement shall not prevent AdaptiveBiz or the Customer (as the case may be) from taking further action. 8.4 If any term or condition of this Agreement is determined to be partially or wholly void or unenforceable by any court or body of competent jurisdiction or as a result of any legislation, it shall be void and unenforceable only to that extent. The validity and enforceability of the other terms and conditions shall not be affected. 8.5 AdaptiveBiz is entitled to assign all of its rights and obligations under this Agreement to a third party. You are entitled to assign all of your rights and obligations under this Agreement to a third party with the written consent of AdaptiveBiz 8.6 This Agreement is governed by English law and the English courts will have exclusive jurisdiction over any dispute under this Agreement. For any further enquiries regarding these T&C's please email the Customer Service Department on admin@ngoma.co.uk |
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