a) “we", "us" or “our” means NQuire Ltd.
b) "you" and “your” means the customer named on the order form.
c) "Services" means the basic service providing mobile number network reconciliation and such other services as made available to you by us from time to time.
d) "Term" means the period specified on the order form starting on the date of connection of or your equipment to our equipment.
This Agreement will continue for the Term and thereafter. After the Term it can be terminated by either party giving 1 calendar month’s written notice to the other, to expire on or any time after the expiry of the Term.
a) We will use reasonable efforts to make the Services available at all times but owing to the nature of communications and data networks, it is impossible to provide a fault free service and the quality of the Service depends partly on the Networks and partly on other networks to which the Networks are connected. The Services may from time to time be adversely affected by failure of connecting networks not within our control or may require maintenance without notice. We will use reasonable endeavours to ensure that you are informed of breaks in service or periods of maintenance where known to us.
b) Where the service product taken requires you to purchase equipment from us we will require to have the prepayment specified on the order form cleared through our bank before giving approval of the order.
a) Our tariff is based upon the number of enquiries that your equipment directs our equipment to make for the purpose of the Services.
b) Where an enquiry made by your equipment and for which our equipment obtains a response but that response is unable to be directed back to your equipment due to various reasons including but not limited to; loss of your network or failure of your equipment we will consider the Services to have been delivered.
c) The occurrence detailed in 4.b) above shall not be interpreted as a failure in the Services or problem requiring remedy by us, nor shall it not, unless caused by or accompanied by other cause for termination set out in this Agreement, be a cause for termination of the Services by you under clause 8 a).
a) You will pay a charge as specified on the order form for each enquiry you send to us and for any other charges in respect of the Services provided to you or someone else using your equipment that will be billed as we shall advise.
b) All of these fees and charges set out in a) above must be paid by you within 7 days of the date of any invoice.
c) The implementation of the Real-Time Services is subject to you paying a deposit calculated as at least 25% of the forecasted monthly enquiries subject to a minimum deposit of £1,000 plus VAT at the standard applicable rate. This amount will be held as security and returned at the end of the Agreement.
d) Payment for Pre-Paid, Non Real-Time Services (NQuire Confirm) is on the basis of payment in full with order and is non-refundable once the Credits have been added to the users account that is accessed through the NQuire Website at www.nquire.co.uk.
e) All our charges for the Services are stated on the order form or associated documents as may be made available to you. These charges may change from time to time and we shall write to you with details of any changes.
f) Please arrange to pay your bill by direct debit. We will consider accepting payment by other methods but we reserve the right to decline your order and will, in these circumstances, charge you each month an administration fee.
g) We will provide you with details of each enquiry made during the billing agreed billing period. Such bill details may be provided in electronic or paper format.
h) If you owe us any money and this is not paid when it should have been paid, we may charge you interest on the unpaid amount at the rate of 2% above the base rate of HSBC Bank from time to time.
i) VAT at the applicable rate and where applicable will be added to all our charges.
j) We may arrange for invoices to be issued by a third party on our behalf. Invoices issued by such third party shall be binding on you and payment of such invoices in full to the third party will be a valid discharge of your liability to pay such invoices under this Agreement.
k) Failure to pay the charges due under this Agreement on their due date may result in our suspending the service, or terminating this Agreement at any time without notice.
We can suspend the provision of Services without telling you:-
In the above cases this Agreement does not come to an end and you are still liable for all daily, weekly, monthly (or other periodic) charges due during any period of suspension. Therefore, we recommend that you privately arrange insurance to cover any daily, weekly, monthly (or other periodic) charges you have to pay. However, if you have paid a deposit or prepayment and are unable to use the Services for a continuous period of 7 days because:-
You will receive a credit against your deposit or prepayment.
a) We reserve the right to increase/decrease our charges from time to time and/or introduce new charges from time to time. If we increase/decrease our charges we will give you at least 14 days prior notice.
b) We reserve the right to make changes to these terms from time to time and/or to introduce new terms from time to time if there any changes to the law or amendments to the Networks’ terms and conditions.
a) You may end this Agreement immediately by writing to us if:-
b) We may end this Agreement immediately by writing to you if:-
a) We will not be liable to you under or in connection with this Agreement whether in contract, tort or otherwise (including liability in negligence) for any special, indirect or consequential loss, corruption or destruction of data, loss of use, any loss of business, revenue or profits, anticipated savings, wasted expenditure or for any financial loss whatsoever incurred by you.
b) Nothing in this Agreement will exclude, restrict or limit our liability for death or personal injury resulting from our negligence nor affect your statutory rights.
c) Our liability in contract, tort or otherwise arising out of or in connection with the performance of our obligations under this Agreement shall be limited to £1,000 for any one incident or series of related incidents and £3,000 in aggregate.
d) We will not be liable for any loss or damage, which may be suffered due to any cause beyond our reasonable control.
e) These provisions on liability and exclusions thereof will continue to apply notwithstanding termination of this Agreement for any reason.
a) We reserve the right to transfer this Agreement to any third party at any time whereas you may not transfer this Agreement to anyone else unless we have agreed in writing beforehand.
b) Failure by either of us to enforce rights under this Agreement shall not prevent you or us (as the case may be) from taking further action.
c) We may use the information held by credit reference agencies to help make credit decisions or for fraud prevention. We may disclose this information about you and your account to credit reference agencies. Such agencies can share this information with their customers. We may disclose information about you, your account and your equipment to NQuire Ltd and people who act on our behalf or on behalf of NQuire Ltd. In addition, we can pass these details to other people in relation to enquiries concerning the prevention and detection of crime or the apprehension or prosecution of offenders or as may be required by law or legal proceedings. Finally, unless you tell us otherwise we may disclose your name, address and communications equipment number to third parties in order for them to operate a directory service.
d) If either of us needs to send notices to the other these must be in writing and can be delivered by hand or first class post to the other’s address. If notices are sent by post, they shall be deemed to have arrived at their destination 48 hours after posting.
e) If you telephone us your call may be monitored or recorded.
g) This Agreement is subject to English law and any court action must be brought in the English courts.
NQuire Limited 2 Old Bath Road Newbury Berkshire RG14 1QL