Business General Terms

1. About these Terms and customer classifications

1.1 These Business General Terms apply to services supplied by Talk4 Communications Ltd trading as Talk4 Telecoms to a person or organisation acting wholly or mainly for trade, business, craft or professional purposes (“Customer”, “you” or “your”).

1.2 Company number 06827172; registered office 38 Rothesay Road, Luton, England, LU1 1QZ. Customer support: 03333 445 456; support@talk-4.co.uk; www.talk4.co.uk.

1.3 Ofcom protections differ by business size and organisation type. Talk4 will apply mandatory protections according to the Customer’s actual status. Where enhanced protections apply to a business with 10 employees or fewer or a qualifying not-for-profit organisation, those protections are not excluded merely because the Customer selected a “Business” product.

1.4 Where Ofcom allows a qualifying business customer to expressly agree that specified protections do not apply, any such agreement must be separate, clear and informed. General acceptance of these Business Terms is not itself such an agreement.

2. Contract documents, authority and formation

2.1 The Contract may include the Order, Contract Information, Contract Summary where required, Service Schedule, SLA, these Business General Terms, Acceptable Use Policy, Privacy Notice and any documents expressly incorporated into the Order.

2.2 Mandatory law/Ofcom rules prevail. Subject to that, the order of precedence is: Contract Summary (where applicable), Contract Information, Order, Service Schedule/SLA, these Terms, then incorporated policies unless expressly stated otherwise.

2.3 The person accepting an Order confirms authority to bind the Customer. Talk4 may make reasonable credit, identity, fraud and trading-status checks and may require deposit/advance payment or other lawful security.

2.4 A quotation is not binding until Talk4 accepts the Order, confirms provisioning or starts service where the ordering process specifies that this forms the Contract.

3. Services and subcontractors

3.1 Talk4 may use wholesale carriers, mobile/fixed network operators, Openreach/alternative networks, cloud/UC providers, installers, data centres and subcontractors. Unless the Order says otherwise, Talk4 remains the contracting provider to the Customer.

3.2 Talk4 will provide Services with reasonable skill and care and according to any express SLA. Availability is subject to technical feasibility, capacity, coverage, permissions, wayleaves and upstream dependencies.

4. Orders, provisioning and customer dependencies

4.1 The Customer must provide accurate site/account information, access, permissions, suitable power/environment, internal cabling/networking and cooperation reasonably needed to provision/support the Service.

4.2 Target delivery dates are estimates unless expressly guaranteed. Where a delay is caused by the Customer, a third-party permission or unforeseen network/civil works, dates may move and disclosed additional charges may apply.

5. Minimum Term and fixed-term price promise

5.1 The Minimum Term is stated in the Order/Contract Information and normally begins on activation unless otherwise stated.

5.2 On a Talk4 12-month or 24-month contract, the core recurring monthly subscription Charge agreed at the start will not be subject to an annual increase during that Minimum Term. No scheduled CPI/RPI/inflation-linked, percentage-based or fixed annual uplift applies to that core monthly subscription Charge during the Minimum Term.

5.3 This does not freeze customer-requested changes, optional/additional services, excess/usage charges, roaming/international/premium charges, construction/engineering charges, or tax/government charges lawfully passed through.

6. Charges, VAT, invoicing and credit

6.1 Business prices are exclusive of VAT unless stated otherwise. Recurring charges may be invoiced in advance; usage and variable charges may be invoiced in arrears.

6.2 The Customer must pay invoices by the due date. A genuine invoice dispute should be raised promptly and the undisputed amount paid on time.

6.3 Subject to applicable law, Talk4 may charge statutory interest and recovery costs on overdue business debts under the Late Payment of Commercial Debts regime or an expressly agreed lawful alternative.

6.4 Talk4 may set/review credit limits and require deposits or advance payment where reasonably justified by credit risk.

7. Equipment, sites and access

7.1 Equipment ownership/rental/loan status is specified in the Order. Loaned or rented equipment must be kept secure, used as intended and returned when required.

7.2 The Customer is responsible for the suitability/security of Customer-owned equipment and internal networks. Talk4 is not responsible for performance issues caused by unsupported Customer equipment or configuration.

8. Acceptable use, security and fraud

8.1 The Customer must comply with the Acceptable Use Policy and ensure authorised users do so. The Customer must maintain reasonable account/device/network security and promptly report suspected fraud or compromise.

8.2 Talk4 may take proportionate protective action, including barring routes/lines or suspending affected services, where fraud, abuse, malware or security threats are reasonably suspected.

9. Service levels, faults and maintenance

9.1 Product-specific service levels, target repair times, committed bandwidth and service credits apply only where expressly stated in the Order/SLA or required by law/regulation.

9.2 Faults must be reported through the published route and the Customer must cooperate with reasonable diagnostics/access. Planned maintenance may cause interruption; reasonable advance notice will be given where practicable.

9.3 Where Ofcom requires published service-level/service-guarantee information for qualifying SME customers, Talk4 will make that information available.

10. Changes to the Contract

10.1 Talk4 may make changes where the Contract or law permits, including legal/regulatory, security, technical and administrative changes.

10.2 Where Ofcom requires notice and a penalty-free termination right for a change, Talk4 will give the required notice, explain the change and provide the applicable exit right. The fixed-price promise in clause 5 is not displaced by a general variation provision.

11. Suspension

11.1 Talk4 may suspend all/part of a Service for material non-payment, material breach, fraud, unlawful use, serious security/network risk, emergency maintenance, or where required by law/regulator/upstream operator.

11.2 Where practicable, Talk4 will give notice and a reasonable opportunity to remedy. Suspension does not waive accrued charges or automatically terminate the Contract.

12. Termination and Early Termination Charges

12.1 The Customer may terminate according to the Order and applicable switching process. Termination during the Minimum Term without a contractual/regulatory right to leave may trigger an Early Termination Charge disclosed/capable of calculation before contract.

12.2 Talk4 may terminate for material breach not remedied after reasonable notice, persistent non-payment, insolvency subject to applicable insolvency law, unlawful use, or permanent inability to provide the Service.

12.3 On termination, accrued charges become due and loaned/rented equipment must be returned. Clauses intended to survive continue.

13. Intellectual property and confidentiality

13.1 Each party retains its intellectual property. The Customer receives only the rights needed to use the Service during the Contract. Third-party software/cloud services may be subject to additional licence terms disclosed before use.

13.2 Each party must protect the other’s confidential information and use it only for the Contract, subject to disclosures required by law/regulator or to professional advisers under confidentiality obligations.

14. Data protection

14.1 Each party will comply with applicable UK data protection law. Talk4’s processing as an independent controller is described in the Privacy Notice.

14.2 If Talk4 acts as a processor for Customer personal data in a specific managed/cloud service, the parties will enter appropriate Article 28-compliant processing terms where required.

15. Liability and indemnities

15.1 Nothing limits liability for death/personal injury caused by negligence, fraud/fraudulent misrepresentation or any liability that cannot lawfully be limited.

15.2 Subject to clause 15.1 and any mandatory small-business protections, Talk4 is not liable for indirect/consequential loss or loss of profit, revenue, anticipated savings, goodwill or business opportunity.

15.3 Subject to clause 15.1, Talk4’s aggregate liability arising from an affected Service in any 12-month period is limited to 100% of the recurring Charges paid or payable for that Service in that period, unless the Order/SLA states a different lawful cap. This limitation is subject to the Unfair Contract Terms Act 1977 and other mandatory law.

15.4 The Customer is responsible for unlawful or infringing content/traffic it knowingly causes or authorises and will indemnify Talk4 against third-party claims resulting from that conduct, except to the extent caused by Talk4’s own breach/negligence or where an indemnity would be unenforceable.

16. Force majeure

16.1 Neither party is liable for delay/failure caused by events outside reasonable control, excluding payment obligations already due. The affected party must take reasonable mitigation steps.

17. Complaints, ADR and regulatory rights

17.1 Complaints may be made by phone 03333 445 456, email/web route support@talk-4.co.uk, or post to Talk4 Telecoms - Complaints, 38 Rothesay Road, Luton, England, LU1 1QZ.

17.2 Eligible small-business/not-for-profit customers may use Talk4’s Ofcom-approved ADR scheme free of charge after six weeks from the initial complaint or earlier following deadlock, subject to scheme eligibility/time limits. ADR provider: [INSERT CONFIRMED SCHEME AND CONTACT DETAILS].

17.3 Nothing in these Terms removes business-customer rights that Ofcom rules make mandatory, including applicable switching, contract-change, end-of-contract, billing and accessibility protections.

18. General

18.1 Invalid provisions are severed without affecting the remainder. A waiver must be clear and relates only to the matter waived.

18.2 Talk4 may subcontract and may assign/transfer the Contract as part of a business transfer/restructuring, subject to mandatory rights. The Customer may assign only with Talk4’s consent unless law provides otherwise.

18.3 The Contract is governed by the laws of England and Wales and the courts of England and Wales have jurisdiction, subject to any mandatory rights of a protected customer.