Lease Line Terms and Conditions

**1. The Service**
1. Maven's Lease line provider TT undertakes to provide the Customer with the Service. TT undertakes to exercise appropriate care in the provision, operation and maintenance of the Service.
**2. Duration**
This Agreement shall come into full force and effect from the Start Date specified and shall continue
until:
1. Determined by either party giving to the other not less than one months prior written notice or
2. Terminated forthwith on Maven giving notice of a breach by the Customer of any of the Customer’s obligations under this Agreement which are capable of remedy and are not remedied within 7 days of the date of such notice.
**3. Use of the Services**
The Customer shall be responsible for the safe custody and safe use of the Service and any related equipment after installation of the Service and, without prejudice to the generality of the foregoing, the Customer agrees and undertakes:
1. To use the Service in accordance with such conditions as may be notified to it in writing by Maven from time to time.
2. Not cause any attachments other than those approved for connection under the Act to be connected to the Service.
3. Not to contravene the Act or any other relevant regulations or licenses.
4. Not to use the Service as a means of communication for a purpose other than that for which the Service is provided and as may be set out from time to time in TT’s Service literature (TT will notify the Customer should there be any change to TT’s Service literature relating thereto and TT agrees not to make any such change as would materially affect the parties’ obligations).
5. Not to use the Service for the transmission of any material which is intended to be a hoax call to emergency services or is of a defamatory, offensive, abusive, obscene or menacing character.
6. Not to use the Service in a manner which constitutes a violation or infringement of the rights of any other person
7. To maintain its telecommunications apparatus at all times during the period of this Agreement in good working order and in conformation with the relevant standard or approval for the time being designated under section 22 of the Act.
8. To provide TT with all such information as it reasonably requests relating to the Customer’s telecommunications apparatus.
9. The Customer shall indemnify TT against all liabilities, claims, damages, losses and expenses arising directly or indirectly from any breach of any of the undertakings contained in clause 3.1.
**4. Access to Premises and Provision of Information**
**To enable TT to exercise its obligations under this Agreement:**
1. The Customer shall procure permission for TT and any other person(s) authorised by TT to have reasonable access to its premises and the Service’s connection points and shall provide such reasonable assistance as TT requests.
2. TT will normally carry out work by appointment and during normal working hours, but may request the Customer to provide access at other times, any such request shall not oblige the Customer to provide such access. If the Customer does not provide access, as arranged, to TT or a third party carrying out necessary installation or repair work, all fees incurred will be payable by the Customer.
3. At the Customer’s request TT may agree to work outside normal working hours and the Customer shall pay TT’s reasonable charges for complying with such a request.
4. The Customer hereby gives TT or its authorised agents full authority to act on the Customer’s behalf (and shall confirm in writing to any third party at TT’s request) to represent the Customer with any third party service provider in respect of agreeing on the Customer’s behalf access to the Service through Carrier Pre-Selection (or any other access device).
5. If the Customer requests maintenance or repair work which is found to be unnecessary the Customer may be charged for the costs incurred in carrying out the work. TT will give notice to the Customer that such work is considered unnecessary prior to its completion and raising an invoice for it.
**5. Suspension of Service**
**Maven may at its sole discretion upon giving the Customer 14 days notice elect to suspend forthwith provision of the Service until further notice without compensation on notifying the Customer either orally (confirming such notification in writing) or in writing in the event that;**
1. The Customer is in breach of a material term of this Agreement, including for the purposes of this Agreement, failure to pay monies due to Maven on the due date.
2. Maven is obliged to comply with an order, instruction or request of the Government, an emergency services organisation or other competent administrative authorities.
2. The Customer shall reimburse Maven for all reasonable costs and expenses incurred by the implementation of such suspension and/or the recommencement of the provision of the Service as appropriate, but only where the suspension is implemented as a consequence of breach, fault or omission of the Customer.
**6. Charges and Payment.**
1. The Customer shall be invoiced monthly by Maven and agrees to pay charges within 14 days of issue.
2. Usage charges will be in accordance with Maven’s current price list.
3. Usage charges payable shall be calculated by reference to data recorded or logged by Maven and not by reference to any data recorded or logged by the Customer.
**7. Non Payment**
1. Failure to pay any charges by the due date may result in temporary suspension or permanent disconnection of the Service provided. Where possible full Service will be restored following payment of all charges including any additional charge for non-payment and network reconnection charges.
2. Maven reserves the right to charge an administration fee of £10 for late payment of invoice.
3. Maven 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 4 percent per annum above Barclays Bank Plc Lending Rate as current from time to time, whether before or after judgment. Interest shall continue to accrue notwithstanding termination of this Agreement until all sums due hereunder are paid. All sums referred to in this agreement are exclusive of Value Added Tax and any taxes of a similar nature which may from time to time be introduced.
4. The Director(s) and Shareholder(s) of the Customer accept(s) joint and several personal liability for all debts incurred to Maven by themselves and/or the company in accordance with these terms and conditions.
**8. Liability**
1. Nothing in this Agreement shall exclude or restrict Maven’s liability for death or personal injury resulting from the negligence of Maven (TT) or of its employees while acting in the course of their employment.
2. In the event that the Service fails to operate and the Customer diverts traffic to another carrier, Maven will not be responsible for that carrier’s charges.
3. Maven shall not be liable to the Customer, in contract, tort or otherwise for any loss of business, contracts, anticipated savings or profits or for any other indirect or consequential loss whatsoever arising from the Service, its suspension or interruption.
4. Maven shall not be liable to the Customer for any loss or damage which may be suffered by the Customer due to any cause beyond Maven’s reasonable control including without limitation any Act of God, inclement weather, failure or shortage of power supplies, flood, drought, lightning or fire, strike, lock-out, trade dispute or labour disturbance, any act or omission of Government, highways authorities, other public telecommunications operators or other competent authorities.
5. Maven shall not be liable to the Customer for any third party interference (either internally at the Customer’s premises or externally eg ‘hackers’) with the Equipment or the Services nor as a consequence of abuse or misuse thereof.
**9. Termination**
Notwithstanding anything to the contrary expressed or implied in this Agreement, Maven (without prejudice to its other rights) may terminate this Agreement forthwith if:
1. A liquidator (other than one appointed for the purpose of amalgamation or reconstruction), trustee in bankruptcy, administrator, receiver or receiver and manager is appointed in respect of the whole or part of the assets and/or undertaking of the Customer or the Customer enters into an arrangement or composition with its creditors, or if the Customer becomes unable to pay its debts within the meaning of section 123 of the Insolvency Act 1986, or other circumstances arise which entitle a court or creditor to appoint a receiver or administrator or to make a winding up order; or
2. The Customer is in breach of a material term of this Agreement and upon being given notice of that breach fails to remedy the same within 7 days.
2. Notwithstanding anything to the contrary expressed or implied in this Agreement Maven (without prejudice to their other rights), may terminate this Agreement forthwith in the event that any license under which the Customer has any right to run its telecommunication system and connect it to the Service is revoked, amended or otherwise ceases to be valid.
3. If the Customer wishes to cancel this Agreement in whole, or in part prior to connection, Maven will accept such cancellation upon the basis that the Customer shall indemnify Maven against any circuit cancellation charges levied on Maven by BT, Mercury or other suppliers.
4. If the customer wishes to terminate the services that include fixed line rental, the customer shall give 30 days prior written notice. Notice will be accepted if the account is up to date in accordance with the Terms and Conditions. If the services are terminated during the 12-month period starting on the Start Date, the customer will be liable to pay all charges relating to fixed line rental and service options for such 12-month period; If the customer terminates the services after the end of the 12-month period, starting on the Start Date, the customer will be liable to pay all charges until the date on which the 30 day notice expires. Cancellation of broadband services are subject to a £35.00 cancellation fee. Further updates to termination charges will be provided by email, as part of the monthly billing information.
**10. Assignment**
1. Maven may, but the Customer shall not (without the prior written consent of Maven) assign or delegate or otherwise deal with all or any of its rights and obligations under the Agreement.
**11. General**
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 only be modified if such modification is in writing.
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.
3. The Customer agrees to the total exclusion of all its terms and conditions of business from this Agreement.
4. Any notice, invoice or other document which may be given by Maven under this Agreement shall be deemed to have been duly given if left at or sent by post to or the Customer’s usual or last known place of abode or business. Maven’s address for the service of any notice by the Customer under this Agreement shall be such address as is shown on the last invoice rendered to the Customer.
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. Maven reserves the right to record and monitor telephone calls.