1.1 The Customer is responsible for termination at their own expense, any contracts Customers may have with previous suppliers for similar services to our services that may not be compatible.

1.2 Any Customer equipment must be technically compatible with the network service that Kingfisher provides to the Customer along with preventing harm.

1.3 The Customer’s equipment must be connected using the applicable Kingfisher termination point unless the Customer has Kingfisher’s permission to connect by another means. This is to be used in compliance with any relevant instructions, standards, or laws.

1.4 Equipment must be adequately protected by the Customer against virus and any other breaches of security.

1.5 The Customer will permit or make any attempt to disassemble, deconstruct, break down, hack, or otherwise interfere with any Kingfisher equipment.

1.6 The Cloud Voice Services comprise of the installation, upgrade or takeover and rental of one or more fixed telephone lines (PSTN) and providing the facility to make or receive phone calls on the go while using the same business number. This includes one phone number per license that the Customer will rent from Kingfisher.

1.7 The contract begins on the date Kingfisher communicates its acceptance of the Customer’s order for service and will continue until ended by the Customer or Kingfisher in accordance with this contract.

1.8 The service commences on the service start date.

2.1 Where Kingfisher sells equipment to the Customer, the equipment is designed for use with the service and includes 12 months manufacturer warranty. Please see manufacturer’s documentation for more information. If the equipment is faulty upon arrival, please notify us that it is faulty and we will send you a replacement service as soon as possible. Kingfisher do not accept any liability for late deliveries or deliveries lost in the post. Kingfisher or the manufacturer will not accept liability for equipment damaged by the Customer in or outside of the 12 months warranty period. 

2.2 Orders placed for the service are business to business transactions to which the Consumer Contracts (Introduction, Cancellation and Additional Charges) Regulations 2013 do not apply.

2.3 Where the Customer orders an additional option to be applied to the service provided under this contract, the terms and conditions applicable to that option will not apply and will be incorporated into Customer’s contract.

Site preparation, access and installation >

2.4 The Customer agrees to prepare to site according to any instructions Kingfisher may give and to provide Kingfisher with reasonable access to the site for the purposes of the contract. The Customer agrees to provide at its expense a suitable place and conditions for Kingfisher equipment and, where required, a continuous mains electricity supply and connecting points.

2.5 The Customer will obtain any permission needed for Kingfisher to put Kingfisher equipment on the site.

2.6 The Customer and Kingfisher will meet each other’s reasonable safety and security requirements when on the site. The Customer and Kingfisher agree to look after each other’s equipment on the site. If the Customer and Kingfisher 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.

2.7 Kingfisher will try to provide the service by any date agreed with the Customer, but all dates are estimates, unless the Service schedule states otherwise.

Faults and repair >

2.8 Kingfisher will try to provide uninterrupted service, but the Customer understands and agrees that from time-to-time fault may occur.

2.9 If the Customer reports a fault in the service Kingfisher will repair the fault in accordance with the Service Schedule. If Kingfisher agrees to work outside the hours specified in the contract of if the Customer reports a fault and Kingfisher finds there is none or that the Customer has caused the fault, Kingfisher may apply a charge. This charge will be as detailed in the contract or if not detailed in the contract based on Kingfisher’s reasonable costs.

3.1 Any customer equipment must be:

3.1.1. technically compatible with the service and not harm Kingfisher’s network or another customer’s equipment;

3.1.2. connected using the applicable Kingfisher network termination point, unless the Customer has Kingfisher’s permission to connect by another means, and used in compliance with any relevant instructions, standards or laws; and

3.1.3. adequately protected by the Customer against viruses and other breaches of security.

3.2 The Customer will not permit or make any attempt to disassemble, deconstruct, break down, hack or otherwise interfere with any Kingfisher equipment.

Proper use >

3.3 The service must not be used:

3.3.1. in contravention of any licence, code of practice, instructions or guidelines issued by a regulatory authority, third party’s rights or Kingfisher’s Acceptable Use Policy, or

3.3.2. fraudulently or in connection with a criminal offence or in any way that is unlawful and the Customer must make sure that this does not happen; or

3.3.3. to send, communicate, knowingly receive, upload, download or use any material or make any calls that are offensive, abusive, indecent, defamatory, obscene, menacing, cause annoyance, inconvenience, needless anxiety or are intended to deceive; or

3.3.4. in any way Kingfisher considers is or is likely to be detrimental to the provision of the service to the Customer or service to any of Kingfisher’s other customers.

3.4 The Customer will comply with Kingfisher’s reasonable instructions regarding health, security, safety or the quality of the service.

Security >

3.5 If Kingfisher becomes aware of, or is made aware of, a malicious domain, it may take steps in its network to block access to that domain to protect the Customer from possible criminal threats associated with that domain.

3.6 The Customer acknowledges that Kingfisher does not guarantee to block access to all malicious domains.

3.7 The Customer is responsible for the proper use of user security details, if any, and must take all necessary steps to ensure they are kept confidential, secure and not made available to unauthorised persons.

3.8 If the Customer believes that any user security details are or are likely to be used in an unauthorised way, the Customer must inform Kingfisher immediately. The Customer must not change or attempt to change a user-name without Kingfisher’s prior agreement.

3.9 Kingfisher does not guarantee the security of the service against unauthorised or unlawful access or use. If Kingfisher believes there is or is likely to be a breach of security or misuse of the service Kingfisher may:

3.9.1. change and/or suspend the user security details (and notify the Customer that it has done this); or

3.9.2. require the Customer to change the user security details.

Internet access >

3.10 Where the service allows access to the Internet the Customer understands and agrees that the use of the internet is at the Customer’s own risk.

Content >

3.11 Where Kingfisher provides the Customer with content, the Customer’s use of the content is at the Customer’s own risk. The Customer understands and agrees that:

3.11.1. the content may change from time to time;

3.11.2. the content can only be used for its own purposes and is protected by copyright, trademark, and other intellectual property rights. The Customer must not copy, store, adapt, modify, transmit, distribute externally, play or show in public, broadcast or publish any part of the content;

3.11.3. Kingfisher does not guarantee the accuracy or completeness of the content;

3.11.4. some of the content will have its own terms and conditions. These may be displayed online or elsewhere. If the Customer accesses this content the Customer must keep to these terms and conditions; and

3.11.5. access to any content provided on a subscription basis as part of the service will cease when this contract ends.

3.12 Depending on the service, Kingfisher may provide the Customer with the means of storing or uploading content. The Customer accepts that unless the Service Schedule states otherwise Kingfisher has no obligation to store content or has any responsibility if stored content is lost or deleted. The Customer is advised to duplicate content it wishes to keep on other devices not connected to the service.

Operational changes >

3.13 Occasionally, for operational reasons, including the provision of service enhancements and/or software upgrades, Kingfisher may:

3.13.1. change any codes or numbers given to the Customer, the performance or functionality of the service, or the way Kingfisher provides the service, provided that any change to the service or the way Kingfisher provides the service does not affect the performance or functionality of the service to The Customer’s significant detriment; or

3.13.2. interrupt or suspend service. If this happens Kingfisher will restore the service as quickly as possible.

Numbers >

3.14 The Customer does not own any number or have any right to sell the number related to the service.

Indemnity >

3.15 The Customer will indemnify Kingfisher against any claims or legal proceedings that are brought or threatened against Kingfisher by a third party because the service is or has been used in breach of clauses 3.1 to 3.4, 3.8, 3.11.2 and 3.14. Kingfisher will notify the Customer of any such claims or proceedings and keep the Customer informed as to the progress of such claims or proceedings.

Monitoring and recording calls >

3.16 Kingfisher may monitor and record its communications with the Customer, including e-mails and phone conversations. Information collected by Kingfisher may be used for training purposes, quality assurance, to record details about the services ordered by the Customer, and in order to meet Kingfisher’s legal and regulatory obligations generally.

Customer consent >

3.17 Kingfisher will only market to the Customer where it has all appropriate permission required under applicable data privacy legislation. Details on how to tell Kingfisher to stop sending such messages can be found in Kingfisher’s Privacy Policy. 

WEEE regulations >

3.18 The Customer 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’). Kingfisher and the Customer 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. The Customer is responsible for any information recording or reporting obligations imposed by the WEEE regulations. The Customer will indemnify Kingfisher against any claims or legal proceedings that are brought or threatened against Kingfisher by a third party which would not have been caused or made had the Customer fulfilled its express or implied obligations under this clause or in connection with the WEEE Regulations. Kingfisher will notify the Customer of any such claims or proceedings and keep the Customer informed as to the progress of such claims or proceedings.

General

4.1 Charges for the service are as detailed in the Service Schedule and calculated using the details recorded by Kingfisher. Unless otherwise stated in the Service Schedule or order form, Kingfisher will bill charges in pounds sterling and the Customer will pay all charges in pounds sterling.

4.2 The Customer is responsible for and must pay the charges for the service whether the service is used by the Customer or someone else.

4.3 Kingfisher will send bills via online e-billing. Unless otherwise stated in the Service Schedule, Kingfisher will make its first bill via online e-billing shortly after providing the service, and then at regular intervals, usually every month. Sometimes Kingfisher may send the Customer a bill at a different time.

4.4 The Customer will be liable for charges for the service from the service start date, unless otherwise stated in the Service Schedule.

4.5 Unless otherwise stated in the Service Schedule, the Customer agrees to pay:

4.5.1. in advance for subscription, rental, and other recurring charges (including inclusive usage charges); and

4.5.2. in arrears for usage (excluding inclusive usage charges), connection and any other non-recurring charges. Where possible the charges will appear on the Customer’s next bill but sometimes there may be a delay.

4.6 All charges are exclusive of VAT which is chargeable at the applicable rate, unless otherwise provided in the Service Schedule.

4.7 If payment of any charges becomes subject to withholding tax, levy or similar payment obligation imposed by a foreign tax authority on sums due to Kingfisher under the contract such withholding tax amounts will be borne and paid for by the Customer in addition to the sums due to Kingfisher. The Customer will provide Kingfisher without charge the appropriate certificate(s) from the relevant authorities confirming the amount of the withholding taxes, levies or similar payments borne and paid for by the Customer.

4.8 As part of its credit management procedures, Kingfisher may at any time:

4.8.1. require the Customer to pay a deposit or provide a guarantee as security for payment of future bills by the means requested by Kingfisher; and/or

4.8.2. carry out a credit check of the Customer. The Customer agrees to provide Kingfisher with any information Kingfisher may reasonably require for this.

4.9 Payment is due on the date specified on the bill, unless otherwise stated in the Service Schedule.

4.10 The Customer must pay all charges by Direct Debit or debit or credit card, unless otherwise advised by Kingfisher. The Customer is responsible for advising Kingfisher promptly of any changes to its bank details that may affect payment of the charges.

4.11 Where Kingfisher has agreed that the service can be included within a standard Kingfisher pricing package or scheme, the Customer agrees that while the service is included within the pricing package or scheme the charges specified in the Service Schedule may be amended by the terms of the pricing package or scheme. Upon termination of the pricing package or scheme, the charges will revert to those specified in the Service Schedule.

Disputed bills >

4.12 If the Customer disputes any charge on a bill the Customer will notify Kingfisher within 30 days of the date of the bill with all relevant information. Where the disputed amount is:

4.12.1. less than 5% of the total bill, the Customer will pay the full amount of the bill; or

4.12.2. more than 5% of the total bill, the Customer must pay the amount not in dispute.

Any disputes will be resolved promptly and the resolved amount if any is payable immediately.

Late payment >

4.13 If Kingfisher does not receive payment by the due date, Kingfisher may charge the Customer daily interest on late payments at a per annum rate equal to 7% above the base lending rate of the Bank of England, compounded daily, for the period beginning on the date on which payment is due and ending on the date on which payment is made.

4.14 We will generally not suspend or end the service or the agreement until 14 days after your payment was due, unless the service or charges schedule say otherwise. However, sometimes we may take this action earlier. For example, when you reach your credit threshold.

4.15 If the Customer does not pay a bill, Kingfisher may instruct a debt collection agency to collect payment (including any interest and/or late payment charges) on its behalf. If Kingfisher instructs an agency, the Customer must pay Kingfisher an additional sum. This will not exceed the reasonable costs Kingfisher has to pay to the agency, who will add the sum to the Customer’s outstanding debt on Kingfisher’s behalf.

4.16 If any sum owed by the Customer to Kingfisher under the contract or any contract with Kingfisher is not paid by the due date, Kingfisher may deduct this sum from any payment or credit due to the Customer under the contract or any other contract with Kingfisher.

Fraud prevention >

4.17 Kingfisher may check the Customer’s details with a fraud prevention agency. If the Customer provides information that Kingfisher reasonably believes to be false or incorrect and Kingfisher suspects fraud, Kingfisher may record this information with a fraud prevention agency. Kingfisher and other organisations may use and search this information.

5.1 Kingfisher can change the contract (including the charges) at any time and will publish any change in line with clause 5.2.

5.2 Unless otherwise stated in the Service Schedule, if Kingfisher makes any changes to the contract (including the charges), Kingfisher will notify the Customer as follows.

5.2.1. for changes that are to the Customer’s significant detriment (except where we change your price as set out in clauses 5.3 to 5.5), Kingfisher will notify the Customer at least one month before the change is to take effect. Such changes will also be notified directly to the customer by email at least one month before the change is due to take effect; and

5.2.2. for all other changes not covered by 5.2.1 above that are to the Customer’s significant detriment (except where we change your price as set out in clauses 5.3 to 5.6), Kingfisher will notify the Customer at least one month before the change is to take effect. Such changes will also be notified directly to the customer by email at least one month before the change is due to take effect; and

5.2.3. for all other changes, we’ll let you know about the change, for example, by email or post, by updating this page or publishing details on our website.

5.3 Your prices will automatically increase as set out in clauses 5.4, 5.5 and 5.6.

5.4 From 2023, a percentage price increase will be applied to the price of broadband, line rental, call plans and call charges. The price increase will be applied on or after 1st April each year from March 2024, and will be equal to a percentage comprising of i) the Consumer Price Index (CPI) rate figure published by the Office for National Statistics in January of that year (ignoring any negative figure) plus ii) 3.9%, and rounded up to the nearest whole pence. If the CPI figure is negative, the price increase will only be 3.9%.

5.5 Where you purchase more than one service from us and each is subject to the price increase set out in clause 5.4, the amount of the increase is calculated on each service separately. The price increase set out in clause 5.4 is applied to the ex-VAT price and if you receive a discount on your price, it will be applied to the discounted ex-VAT price.

5.6 Where one or more of our international partners increases the cost of calling from the UK to another country (an international call) we will increase the price you pay for international calls by the same amount. We will provide written notice to active users of international calling services that are changing. Any change to charges under this point 18.10 will not give you the right to cancel this agreement without paying a cancellation charge, unless it is significantly detrimental to you and you give us notice to cancel this agreement before the change takes effect. We will not increase international calling charges in this way more than once in any month.

5.7 If you were previously on a fixed price contract, from the end of your minimum term your broadband and/or line rental monthly price will increase to the out of contract price set out in our Charges Schedule at that time. From the end of your minimum term, clauses 5.4, 5.5 and 5.6 will also apply.

6.1 The Customer may cancel the contract or the service at any time before Kingfisher provides the service. The Customer will pay Kingfisher the cancellation charge specified in the Service Schedule.

6.2 Unless otherwise stated in the Service Schedule, Kingfisher can stop providing the service to the Customer by giving the Customer 28 days’ written notice. The Customer may tell Kingfisher to stop providing the service at any time by either:

6.2.1. giving 28 days’ notice to Kingfisher. The Customer may provide notice to Kingfisher in writing or by phone; or

6.2.2. giving 14 days’ notice where the Customer is switching its provider. Kingfisher will accept that provider’s order notification as the Customer’s notice.

6.3 The Customer may end the contract if:

6.3.1. Kingfisher 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 Customer to do so; or

6.3.2. Kingfisher 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.

6.4 Kingfisher may suspend the service or end the contract, or both, at any time without notice if:

6.4.1. the Customer breaches the contract or any other contract that the Customer has with Kingfisher and, if the breach is capable of remedy, fails to put right the breach within a reasonable time of being asked by Kingfisher to do so. In this clause breach includes non-payment of any valid invoice by the due date; or

6.4.2. Kingfisher reasonably believes that the service is being used, or is intended to be used, in a way forbidden by clauses 3.1 to 3.4, 3.8, 3.11.2 and 3.14. This applies even if the Customer is unaware that the service is being used in such a way; or

6.4.3. the Customer 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.

6.5 The Customer will continue to pay the charges during any period of suspension.

Consequences of ending the contract >

6.6 If the Customer or Kingfisher ends the contract or the service during the minimum period The Customer will pay Kingfisher the termination charges set out in the Service Schedule by way of compensation. This clause will not apply if:

6.6.1. the Customer ends the contract or service during the minimum period because Kingfisher is in material breach of this contract; or

6.6.2. the Customer gives notice to end the contract in accordance with clause 6.2.1 within 30 days of Kingfisher notifying the Customer of an increase to the core charges or changes to the conditions in either case not to the Customer’s exclusive benefit (except any increase to the charges as set out in clauses 5.3 to 5.6); or

6.6.3. the Customer gives notice to end the contract in accordance with clause 6.2.1 within 30 days of Kingfisher notifying The Customer of a change other than an increase to the core charges or changes to the conditions under 6.6.2 in either case to The Customer’s significant detriment (except any increase to the charges as set out in clauses 5.3 to 5.6); or

6.6.4. You have a right to cancel a linked agreement (an agreement for other services and the service in this agreement cannot be provided because you cancel that other agreement) because of a change that we have made to that agreement;

6.6.6. Kingfisher ends the contract or the service during the minimum period for convenience; or

6.6.4. the contract ends because either clause 8.6 or 9.2.2 applies.

6.7 If the contract ends Kingfisher will refund any money owed to the Customer after first deducting any money due to Kingfisher under this contract or any other contract that Kingfisher has with the Customer.

6.8 If the contract ends and unless the Service Schedule states otherwise Kingfisher may delete all content including emails stored on the service. Kingfisher recommends that the Customer saves copies of information the Customer wishes to keep on other devices not connected with the service.

7.1 Neither the Customer or Kingfisher 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.

7.2 Subject to clauses 7.1 and 7.3, the Customer and Kingfisher’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 in any period of 12 months is limited to the amounts specified in the Service Schedule.

7.3 Neither the Customer or Kingfisher 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:

7.3.1. 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

7.3.2. any indirect or consequential loss or damage whatsoever.

7.4 Nothing in this clause 7 or in the contract excludes or limits the Customer’s liability to pay (without set off) the charges.

7.5 The limitations of liability referred to in clauses 7.2 and 7.3 above will not apply in respect of claims brought under clauses 3.15 and 8.5.

7.6 Each part of this clause 7 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.

7.7 The Customer is advised to obtain its own business continuity insurance.

Intellectual property >

8.1 All intellectual property rights whether pre-existing or created by the Customer or Kingfisher during or arising from the performance of the contract will remain the absolute property of that party or its licensors.

8.2 If software is provided to enable the Customer to receive and use the service, Kingfisher will grant the Customer a, non-transferable and non-exclusive licence to use the software in object code form solely as necessary for receipt of the service and solely in accordance with the contract and the applicable documentation. The term of any licence granted by Kingfisher under this clause is co-terminus with the term of the service with which the software is associated.

8.3 If the service provides the Customer with software licensed by third parties who require the Customer to accept their terms of use, the Customer must keep to those terms.

8.4 Except as permitted by applicable law or as expressly permitted under the contract the Customer agrees not to copy, de-compile or modify any software, or knowingly permit anyone else to do so.

8.5 Kingfisher will indemnify the Customer against all claims and proceedings arising from infringement of any third party’s intellectual property rights by Kingfisher’s provision of the service to the Customer. This indemnity will not apply to claims or proceedings arising from:

8.5.1. use of the service or any software in conjunction or combination with other equipment or software or any other service not supplied by Kingfisher; or

8.5.2. any unauthorised modification of the service or any software; or

8.5.3. content, designs, specifications or software supplied by or on behalf of the Customer; or

8.5.4. use of the service or any software other than in accordance with the contract.

In relation to any claim or allegation of infringement the Customer will promptly notify Kingfisher in writing and must not make any admission without Kingfisher’s prior written consent. The Customer will allow Kingfisher sole conduct of all negotiations and proceedings and give Kingfisher all reasonable assistance in doing so. Kingfisher will pay the Customer’s reasonable expenses for such assistance.

8.6 If the service becomes, or Kingfisher believes it is likely to become, the subject of a claim of infringement of any intellectual property rights Kingfisher, at its option and expense, may:

8.6.1. secure for the Customer a right of continued use; or

8.6.2. modify or replace the service so that it is no longer infringing, provided that modification or replacement must not materially affect the performance of the service.

If the indemnity in clause 8.5 applies and none of the remedies in this clause is available to Kingfisher on reasonable terms, Kingfisher may notify the Customer and terminate the service without liability to the Customer.

8.7 The indemnity in clause 8.5 sets out the Customer’s sole and exclusive remedy for infringement of intellectual property rights.

Confidentiality >

8.8 Subject to clause 8.9, Kingfisher and the Customer 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:

8.8.1. their employees or employees of their group companies;

8.8.2. their professional advisers; or

8.8.3. in the case of Kingfisher, employees of their subcontractors who have a need to know such confidential information and to the extent necessary for performance of the contract or use of the service.

8.9 Clause 8.8 will not apply to information which is:

8.9.1. in the public domain other than through a breach of the contract;

8.9.2. in the possession of the Customer or Kingfisher without confidentiality restriction before disclosure under the contract;

8.9.3. obtained from a third party who has a lawful right to disclose it; or

8.9.4. developed by the receiving party independently of and without access to confidential information obtained under the contract.

8.10 If either Kingfisher or the Customer 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:

8.10.1. satisfied itself that the demand is lawful;

8.10.2. given the other party the maximum written notice permissible under the demand in which to make representations; and

8.10.3. marked the required information as the confidential information of the other party.

8.11 The Customer and Kingfisher acknowledge that breach of clauses 8.8 to 8.10 may cause irreparable harm for which damages may not be an adequate remedy and that injunctive relief may be available for such breach.

8.12 Information Kingfisher holds about the Customer may be used for fraud prevention and credit vetting purposes and this may include Kingfisher sharing such information with third party companies including other communication companies.

8.13 Where the Freedom of Information Act 2000 applies to the Customer and the Customer receives a request under the Act that includes any information held by the Customer that was provided by Kingfisher in connection with the contract the Customer will:

8.13.1. notify Kingfisher immediately of the request; and

8.13.2. give Kingfisher at least five working days to make representations.

9.1 If the Customer or Kingfisher 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 Customer or Kingfisher is not responsible, change of law or any other cause whether similar or dissimilar that is outside its reasonable control, then it will have no liability to the other for any resulting failure, delay, defect or omission in performing its obligations under the contract.

9.2. Kingfisher will not be liable for failure to or delay in supplying the service if:

9.2.1 another supplier delays or refuses the supply of an electronic communications service to Kingfisher and no alternative service is available at reasonable cost; or

9.2.2 legal or regulatory restrictions are imposed that prevent Kingfisher from supplying the service.

9.3. If any of the events detailed in clauses 9.1.1 or 9.1.2 materially affects the performance of the contract and continues for more than three months then the Customer or Kingfisher may terminate the contract in whole or part by written notice to the other.

Escalation and dispute resolution >

9.4 Kingfisher will try to work through any dispute that the Customer may have with Kingfisher. If this does not resolve the dispute then the Customer may refer the matter to the relevant dispute resolution service where appropriate, in accordance with the details set out in Kingfisher’s Code of Practice.

Transfer of rights and obligations >

9.5 The Customer and Kingfisher may not transfer any of their rights or obligations under the contract without the written consent of the other, except that:

9.5.1. The Customer may transfer its rights or obligations or both to a group company with the written consent of Kingfisher, such consent not to be unreasonably withheld or delayed; and

9.5.2. Kingfisher may transfer its rights or obligations or both to a group company without consent provided that it notifies the Customer that it has done so.

Severability >

9.6 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.

Survival >

9.7 Clauses 4.12, 4.13, 7, and 8.8 to 8.13 will survive the termination or expiry of this contract for two years.

Entire agreement >

9.8 The contract contains the entire agreement between the Customer and Kingfisher and supersedes all previous understandings, commitments, representations, agreements, draft agreements, arrangements, undertakings, or prior collateral contracts of any nature made by the Customer and Kingfisher, whether written or oral relating to its subject matter.

9.9 The Customer and Kingfisher 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.

9.10. Nothing in this clause 9.19 excludes or restricts the liability of either the Customer or Kingfisher to the other arising out of pre-contract fraudulent misrepresentation or fraudulent concealment.

Waiver >

9.11 A failure or delay by the Customer or Kingfisher to exercise any right or act upon a breach under the contract will not be a waiver of that right or breach. If the Customer or Kingfisher waives a right or breach of the contract, that waiver is limited to the particular right or breach.

Rights of third parties >

9.12 The contract does not create any right enforceable by any party who is not the Customer or Kingfisher (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.

Notices >

9.13 Notices given under the contract must be in writing and delivered by hand, email or first-class post to the following addresses unless otherwise stated in the contract.

9.13.1. to Kingfisher at the address shown on the bill or any address which Kingfisher provides to the Customer for this purpose; or

9.13.2. to the Customer at any one or more of the following: the address to which the Customer asks Kingfisher to send bills or the address of the site or the Customer’s primary email address or if the Customer is a limited company, its registered office.

9.14 This clause does not apply to notices given under clauses 1.1 and 5.1.

9.15 A notice will be duly served.

9.15.1 if delivered by hand, at the time of delivery;

9.15.2. if sent by first-class post, three (3) working days after the date of posting; or

9.15.3. if sent by e-mail, at the time of successful transmission.

9.16 The Customer must inform Kingfisher immediately if there is any change to any of the contact information the Customer provided to Kingfisher.

Law and jurisdiction >

9.17 The contract is governed by the law of England and Wales and is subject to the non-exclusive jurisdiction of the English courts.

Data protection >

9.18 The Customer and Kingfisher will comply with their respective obligations under any data protection, privacy or similar laws that apply to any personal data processed in connection with the contract. Kingfisher acts as a data controller and processes any personal data collected or provided about the Customer for its own purposes such as billing, managing the Customer’s contract and managing enquiries as detailing in Kingfisher’s Privacy Policy. 

Customer’s instructions >

9.19 Kingfisher may take instructions from a party whom it thinks, with good reason, is acting with the Customer’s permission.

10.1 Kingfisher provides different levels of care service responses dependant on the level of urgency on a case-by-case basis. Further details below.

10.2 Basic Care: fix within 2 working days, charging at £1.20 (Monday – Friday, exclusion of Public and Bank Holidays)

10.3 Standard Care: 1 working hour response, a technician will be in contact and fix issues addressed within 48 hours (Monday – Friday, exclusion of Public and Bank Holidays)

10.4 Enhanced Care: Fix within 24 hours, charging at £3.95(Monday – Sunday, exclusion of Public and Bank Holidays)

10.5 Prompt Care: Fix within 6 hours. Charging at £5.49 (Monday – Friday, exclusion of Public and Bank Holidays)

10.6 BT Wholesale (or to any relevant suppliers responsible for fixing such faults).
Customer Service & Fault Notification: 0333 207 2880. Our fault line is available Mon-Fri 09:00AM – 17:30PM

12.1 In the contract the following terms (whether capitalised or not) have the meanings shown next to them.

Service overview

1.1 The service provides high speed network access in the United Kingdom to the Internet, together with a range of Internet services, helpdesk services and applications, for business purposes as set out at www.kingfishertelecom.com/termsandconditions and will be provided to the Customer at the site.

1.2 The service may be ordered either by telephone or online a www.kingfishertelecom.com or via Kingfisher’s approved third-party channels.

1.3 Where equipment is provided under the contract, clause 2.1 of the Business General Terms will not apply to that equipment.

1.4 For any equipment supplied under the contract:

1.4.1 risk passes and acceptance takes place at the time of delivery;

1.4.2 title in equipment passes to the Customer on payment of the charges as detailed in the Charges Schedule at which point the equipment becomes Customer equipment, however title in any equipment supplied without charge remains with Kingfisher as Kingfisher equipment;

1.4.3 until title passes the Customer undertakes not to sell, charge, assign, transfer or dispose of or part with possession of or encumber the equipment in any way;

1.4.4 Kingfisher does not guarantee the continuing availability of any equipment and Kingfisher reserves the right to add to, substitute or to discontinue any equipment; and

1.4.5 it is the Customer’s responsibility to satisfy itself as to the suitability of the equipment for its needs.

1.5 If the Customer does not wish to use Kingfisher provided equipment with the service, the Customer can connect their own equipment once Kingfisher has proved the service to be working. The Customer is responsible for ensuring that its equipment is compatible with the service.

Service start date

1.6 Before Kingfisher can be certain that it can provide the Customer with the service, it needs to successfully complete a line test and/or survey. If the line test and/or survey reveal that Kingfisher cannot provide the service to the Customer, Kingfisher will notify the Customer as soon as possible and the contract for the service will be cancelled immediately without liability to either party.

1.7 The service start date is the date Kingfisher advises the Customer the service has been activated.

Minimum period

1.8 The service will have a minimum period of:

1.8.1 12 or 24 months for fibre-based service options; or

1.8.2 12 or 24 four months for non-fibre-based options, from the service start date depending upon the minimum period that the Customer agrees to when it applies for the service.

Faults in the service

2.1 Kingfisher will provide the Customer with the service care level applicable to the service option selected.

Standard Care service level

2.2 For the Standard Care service level Kingfisher aim to respond to faults within 8 hours. However, there is no Service Level Guarantee (SLG) on fault resolution.

Enhanced Care service level

2.3 For the Enhanced Care service level Kingfisher commits to a 1 “working hour” response for all technical support enquiries relating to Kingfisher Business Broadband. Responses will be made via an email or telephone.

2.4 Kingfisher commits to a 24 “working hours” resolution for any fault found to have originated with the Kingfisher Business Broadband.

2.5 Kingfisher Enhanced Care Business Broadband includes a SLG. A qualifying fault under the SLG is defined as a customer having no end-to-end IP connectivity between the Internet and customer’s customer premises equipment (CPE) at the customer’s premises.

2.6 The SLG clock starts when the customer raises a fault either via the Telephone or Email.

2.7 The SLG clock can be suspended due to the following reasons and suspended time will be excluded from the total fault time:

2.7.1 Fault passed back for retest: Kingfisher believes the fault to be resolved and require confirmation from the end user via a retest.

2.7.2 Further diagnostics required: Kingfisher requires further end user diagnostics in order to progress the fault.

2.7.3 Awaiting customer visit appointment: The fault clock will be suspended whilst the appointment is arranged between the customer and Kingfisher and until the completion of the engineer visit.

2.7.4 No access to Customer premises at appointment slot: The fault clock will be suspended until a new appointment is made.

2.8 The response and resolution time is measured from the moment an online ticket reference is created, either by the Customer via the portal or by an analyst over the telephone.

2.9 The fault will be closed and the fault clock stopped once the customer informs Kingfisher that the fault has been cleared or after 5 working days, whichever is the earlier.

2.10 The Kingfisher Enhanced Care service provides guaranteed response and resolution service levels to Faults on the Business Broadband service provided by Kingfisher .

Speed

2.11 If, 10 days after the Customer’s service is up and running, the Customer is always getting broadband speeds slower than the estimated speed range Kingfisher provided when the Customer signed up, Kingfisher will try to improve the speed.

2.12 If the Customer is not receiving the broadband speed we estimated, Kingfisher will try to improve the service the Customer is receiving. Kingfisher may provide the Customer with instructions on checks the Customer must make in their premises. We may also arrange for an engineer to visit their premises, if required, to improve their service. If after the Customer has followed Kingfisher’s instructions to improve their speed, where:-

2.12.1 the Customer signed up, changed product or moved premises since 1 December 2022, and their speed is still regularly lower than the “Minimum Guaranteed Speed” we provided to the Customer; or

2.12.2 the Customer signed up, changed product or moved premises between 1 October 2022 and 1 December 2022, and their line speed is still regularly lower than the last “Minimum Guaranteed Access Line Speed” provided to the Customer; or

2.12.3 the Customer signed up before 1 December 2022, and has not changed their product or moved premises since then, or the Customer last changed their product or moved premises before 1 December 2022, and the line speed is still significantly lower than the last estimated speed range Kingfisher provided to the Customer.

If the fault can’t be resolved within at least 30 days, the Customer will be entitled to end our agreement for the service without paying any applicable early termination charges or cease fees. However, Kingfisher will not refund the Customer for the use of the service during the period between the date Kingfisher began providing services to the Customer and the end of our agreement.

2.13 This right is in addition to any other legal rights you may have to cancel our agreement.

General

2.14 The service levels apply exclusively to Kingfisher Broadband (both fibre and non-fibre).

2.15 The service levels do not apply to other associated services including (but not limited to) email, webspace or any other additional service provided with Kingfisher Broadband.

2.16 The service levels do not apply to any equipment connected to the circuit or Kingfisher network irrespective of whether or not it has been supplied by Kingfisher.

2.17 The Customer must register the fault either by calling the Kingfisher Business Support helpdesk. Kingfisher do not accept fault reports via email or any other means.

2.18 The Customer will provide a nominated contact to which all fault updates will be communicated.

2.19 The Customer agrees to supply Kingfisher with all necessary data to prove the existence of a fault and provide reasonable assistance to the Kingfisher analyst in determining the cause and condition of the fault throughout the duration of the fault.

2.20 The Customer must be available to provide access to the affected site premises 24/7 in cases where an engineer visit is required to fix the fault.

2.21 The Kingfisher Enhanced Care service level applies once the provision order has been completed and is activated on the account (this can take up to 5 working days). Only faults raised after this will be dealt with under the Enhanced Care service level.

2.22 A 30-day notification period for cancellations is required.

2.23 Where Kingfisher fails to meet the service levels as set in paragraphs 2.3 to 2.10 of this Business Broadband service schedule Kingfisher agrees to compensate the Customer with a maximum of £25 as a service credit. The service credit will be applied in the form of a credit against the advanced subscription fee for the Kingfisher Broadband line affected.

2.24 Compensation is limited to the service credit. The Customer acknowledges that payment of service credit(s) is in full and final settlement for failure by Kingfisher to achieve the service levels set out as set in this paragraph 2.3 to 2.10 of this Business Broadband service schedule, and is the Customer’s sole remedy for such failure.

2.25 Any claims must be registered via the Kingfisher Support Team within 5 working days of Kingfisher’s notification that the fault has been resolved.

2.26 Service credits are limited to a maximum of one month’s subscription fee in any calendar month regardless of the number of faults registered by the Customer in any calendar month.

2.27 The Customer can only make one claim against each fault.

2.28 Kingfisher is under no obligation to guarantee service credits will be issued against every claim. Each claim will be assessed on a case-by-case basis.

2.29 Kingfisher will use only Kingfisher’s performance and availability information in order to determine whether a fault, as defined in paragraph 2.5 of the Business Broadband service schedule above and subject to any exclusions set out in paragraph 2.30 of this Business Broadband service schedule below, has occurred. Kingfisher’s decision on this shall be final.

2.30 Claims will not be issued when a fault is caused by the following:

2.30.1 loss of Kingfisher Broadband service resulting from scheduled maintenance that may affect service availability. Kingfisher reserves the right to perform essential maintenance on its network that may affect service availability. Kingfisher will make reasonable endeavours to notify the Customer of such maintenance via www.kingfishertelecom.com; 

2.30.2 where the cause of a fault has been identified as being a malicious act or otherwise through the actions of either the Customer or another Kingfisher user that is found to be in breach of the Acceptable Usage Policy (AUP), service schedule or Business General Terms;

2.30.3 if a fault was caused by the misuse or interference with the Kingfisher supplied service which is beyond the control of Kingfisher; or

2.30.4 if a fault was caused by data transmission originating from customer equipment.

2.31 The service levels apply to the Kingfisher Business Broadband only.

Faults in the equipment

2.32 If, during the guarantee period, Kingfisher is notified of a fault in the equipment which is due to faulty design, manufacture or materials, or the negligence of Kingfisher, Kingfisher will where necessary by arrangement with the Customer, replace or (at its option) repair the faulty part free of charge provided that:

2.32.1 the equipment has been properly kept, used and maintained in accordance with the manufacturer’s or Kingfisher’s instructions, if any, and has not been modified except with Kingfisher’s written consent;

2.32.2 the fault is not due to accidental or wilful damage; interference with or maintenance of the equipment by persons other than Kingfisher;

2.32.3 the fault is not due to faulty design by the Customer where the equipment has been manufactured to the Customer’s design; or

2.32.4 the equipment has not been tampered with so as to invalidate the guarantee.

2.33 This guarantee does not cover fair wear and tear.

2.34 Where the equipment is installed by the Customer, the Customer will normally be required to return faulty equipment to Kingfisher (where necessary, by arrangement with the Customer), unless Kingfisher agrees otherwise in writing.

2.35 If the Customer reports a fault and Kingfisher finds there is none or the fault falls outside paragraphs 2.32 and 2.33 of this Business Broadband Service Schedule, Kingfisher may apply a charge as set out in the Charges Schedule. 

Software faults

2.36 Kingfisher does not warrant that software supplied under the contract will be free of faults or that its use will be uninterrupted, but Kingfisher will remedy those defects which significantly impair performance (where necessary by arrangement with the Customer) within a reasonable time.

Engineer Appointments

2.37 If Kingfisher have arranged an engineer visit at a time pre-confirmed with the Customer, and the Customer is without service by reason of a fault with the service, or due to a delayed installation, the Customer may be entitled to claim back charges relating to the service which have accrued during the period when the service is unusable (‘compensation’) if Kingfisher or our agents fail to keep that appointment with you. Any compensation will be calculated on a pro-rata basis in accordance with the Customer’s subscription fees only.

2.38 Any compensation awarded relating to paragraph 2.37, will be payable solely as a credit against the Customer’s next monthly invoice and in accordance with the following general terms:

2.38.1 the maximum compensation claimable for each line is £150 per annum;

2.38.2 compensation is payable entirely at Kingfisher’s discretion and will be given as a gesture of goodwill not as an admission of liability; and

2.38.3 Kingfisher’s liability for any fault in the service or delay in installation of the service shall be limited to the compensation. The Customer agrees that payment of any compensation shall be in full and final settlement of any loss or damage suffered by the Customer as a result of any failure to provide the service.

2.39 Compensation cannot be claimed in accordance with paragraph 2.37 of this Business Broadband service schedule in the following circumstances:

2.39.1 the Customer has not made a claim for compensation within 30 days of the delayed installation of the service or within 30 days of the fault being reported to Kingfisher; or the failure is due to an outage which is not isolated to the Customer’s line, for example network wide outage;

2.39.2 matters beyond Kingfisher’s reasonable control as stated in clause 9.2 of the Business General Terms;

2.39.3 Kingfisher suspend the Customer’s service in accordance with paragraph 6.4 of the Business General Terms or the Customer is in breach of any term of the agreement;

2.39.4 through no fault on Kingfisher’s part, Kingfisher is unable to carry out any necessary work on the Customer’s premises; Kingfisher is unable to gain access to the Customer’s premises; Kingfisher is unable to agree an appointment date; the work is aborted; or Kingfisher requires information or assistance from the Customer but is unable to gain this assistance or information; or

2.39.5 Kingfisher re-arranges the engineer appointment prior to the agreed appointment time.

3.1 Depending on the service option selected, the Customer will need a Kingfisher enabled phone line. This phone line may be provided by Kingfisher directly or by another provider of the Customer’s telephone services. The Customer needs to be the account holder or have the written authority from the account holder to use the phone line for the service.

3.2 The Customer will need to provide a suitable location (including adequate ventilation) at the site for any Kingfisher equipment and Customer equipment.

3.3 The Customer must access the service through the software or in an alternative way permitted by Kingfisher, and the Customer must not attempt to circumvent any security measures in the service.

4.1 The Customer must pay the charges for the service and for any equipment that it purchases from Kingfisher. These charges are set out in the relevant Charges Schedule.

4.2 Kingfisher will not send paper bills to the Customer (unless required to by applicable law or regulatory guidance). All bills are available via e-billing. 

4.3 Payment is due on the Customer’s bill date.

4.4 If the Customer changes service to another Kingfisher Business Broadband service, there will be no charge however the Customer may be required to start a new contract (with a new minimum term).

4.5 Unless otherwise agreed by the Customer, payment will be made by monthly Direct Debit or debit and credit card.

Excess construction charges

4.6 If Kingfisher determines that additional infrastructure is required to enable the Customer to receive the service, Kingfisher will inform the Customer by notice in writing of the excess construction charges to apply.

4.7 The Customer will have a period of 28 days from the date of the notice within which to accept the charges. Failure to accept the charges within this timescale will result in the Customer’s order for the service being cancelled without liability to either party.

4.8 Where the Customer accepts the charges, but subsequently cancels the order prior to installation of the service, the Customer will have to pay Kingfisher for any work completed or committed to, together with a cancellation charge as set out in the Charges Schedule. 

Abortive visit charge

4.9 Kingfisher reserves the right to raise an abortive visit charge as set out in the Charges Schedule in the following circumstances:

4.9.1 an engineer attends an incorrect address provided by the Customer;

4.9.2 an engineer arrives to carry out the installation at the address provided by the Customer, but the Customer no longer wants the installation completed or, having previously chosen to be present at the time of installation, the customer does not attend;

4.9.3 when entry is refused at the site, or no access can be gained at the appointed time agreed between Kingfisher and the Customer;

4.9.4 if Kingfisher is delayed in its installation activities because the Customer fails to make equipment that Kingfisher has despatched to the Customer for installation purposes available at the site;

4.9.5 if the engineer attends on site and finds that the location and/or environment provided by the Customer for the Kingfisher equipment and/or Customer equipment is not suitable; or

4.9.6 if the Customer provides Kingfisher with less than 24 hours’ notice of an amendment to, or cancellation of, its order.

Usage charges

4.10 If the service option selected by the Customer includes a monthly usage allowance, then the allowance will expire at the end of each calendar month and cannot be transferred to a subsequent month if unused. Kingfisher will notify the Customer once it has reached 80% and 100% of its allowance. If the Customer subsequently exceeds its allowance, Kingfisher reserves the right to charge the Customer for its extra usage in accordance with the charges set out in the Charges Schedule, or end the contract in accordance with clause 6 of the Business General Terms, or upgrade the Customer to another service option that is better suited to the Customer’s usage.

Cancellation charges

4.11 The cancellation charges referred to in clause 6.1 of the Business General Terms are set out in the Charges Schedule.

Early termination charges

4.12 The termination charges referred to in clause 6.6 of the Business General Terms are set out in the Charges Schedule.

Temporary loss of service

5.1 During activation of the service, the Customer may experience a temporary loss in its telephone service. This is because the Customer’s existing connection needs to be replaced to allow it to access the service.

Kingfisher fibre broadband

5.2 Further to clause 2.4 of the Business General Terms, the Customer will obtain at its cost any permission needed for Kingfisher to put any Kingfisher equipment on the site. Permissions may include that of landlords and/or any necessary planning consent. In addition to the indemnity set out in paragraph 5.15 of this Business Broadband service schedule, the Customer will be liable to Kingfisher if Kingfisher incurs any other costs as a result of the Customer’s failure to obtain necessary permissions.

5.3 Depending on the fibre broadband option selected;

5.3.1 Kingfisher Equipment required to provide the service is connected to the Customer’s master telephone socket; or

5.3.2 Kingfisher Equipment required to provide the service is installed both to the outside of the Customer’s site and within the site (optical termination point).

5.4 If an optical termination point is fitted, a battery backup unit will be installed.

5.5 Kingfisher can provide and install a data extension kit up to 20 metres in length at no additional charge, should the Customer require Kingfisher equipment to be located at a distance from the main master telephone socket or optical termination point. The route the data extension kit will run will be agreed between the engineer and the Customer at the time of installation.

5.6 If the Customer chooses to connect their own equipment to fibre broadband, instead of the router offered by Kingfisher as part of its Kingfisher Business Broadband product, Kingfisher cannot offer any support to set up your fibre broadband and you will need to contact your router provider for support. As some routers can be locked to a specific provider and there can be other issues with the compatibility of other routers, we strongly recommend that you use one of our routers where we can provide full support.

5.7 Where a battery backup unit is installed the Customer is responsible for the ongoing replacement of batteries.

Return of equipment

5.8 Kingfisher may require the Customer to return to it:

5.8.1 any equipment provided with the service if the contract is cancelled or ended under clauses 6 or 9.3 of the Business General Terms; or

5.8.2 any faulty equipment if the Customer has been provided with equipment by Kingfisher to replace faulty equipment, such equipment must be returned to Kingfisher in the prepaid postage package Kingfisher sends to the Customer. If the Customer does not return the equipment to Kingfisher within 14 days of receiving the prepaid postage package, the Customer may be charged for the equipment (at the charges set out in the Charges Schedule), postal charges for both initial despatch and the prepaid return package and a reasonable administration charge.

5.9 Any infrastructure or Kingfisher equipment including battery back-up unit, installed under this contract will remain in-situ at the site following the ending of the contract for any reason.

Network management

5.10 In exceptional circumstances Kingfisher may take action to manage network performance during periods where there is high demand which may include line speed reductions, application and protocol management. This may include prioritising particular types of Internet traffic.

Static IP addresses

5.11 If the Customer chooses to opt for static IP or a range of static IP addresses provided by Kingfisher:

5.11.1 Kingfisher is not responsible under the contract for providing any technical or other support to the Customer’s Local Area Network;

5.11.2 the IP addresses that are allocated to the Customer are for use in connection only with the service and the Customer will not gain any ownership rights in those IP addresses. The Customer must not sell them or agree to transfer them to anyone else or try to do so; and

5.11.3 if the contract is terminated for any reason the IP addresses will revert to Kingfisher.

Website(s)

5.12 Where the service allows, the Customer may be able to set up its own website(s) as part of the service. If the Customer does so, the Customer:

5.12.1 is responsible for the material that it or anyone else puts on its website(s);

5.12.2 must include its contact details (e.g., email address) clearly on its website(s);

5.12.3 must ensure that material on its website(s) and the use of it must not in any way be unlawful; and

5.12.4 must in particular ensure that all necessary licences and consents (including those from owners of copyrights, performing rights and any other relevant intellectual property rights) have been obtained.

Indemnity

5.13 The Customer will indemnify Kingfisher against any claims that are brought or threatened against Kingfisher by a third party because the Customer has failed to obtain necessary permissions as required by paragraph 5.2 of this Business Broadband service schedule.

Resale

5.14 The service and software is provided solely for the Customer’s own use and the Customer will not resell or attempt to resell either (or any part or facility of it) to anyone else.

Notices

5.15 In addition to the addresses stated in clause 9.13.1 of the Business General Terms, notices may be delivered to the Customer at the primary email address that Kingfisher provides to the Customer on registration for the service.

5.16 Kingfisher at its discretion may also notify the Customer of any changes that Kingfisher makes to the contract under clause 5 of the Business General Terms at the primary email address that Kingfisher provides to the Customer on registration for the service.

Premises moves

5.21 Office or premises moves are subject to the moving home and office guide.

5.22 Customers will be liable to pay the charges as listed in the Charges Schedule or the moving home and office guide.

5.23 The Customer acknowledges that they may experience an interruption to their service during an office or premises move and will not hold Kingfisher liable for any loss of service during this time.

Kingfisher will provide you with either a cloud-based voice over internet (VoIP) service or a combination of the cloud-based voice over internet (VoIP) service and a SIP based service with an onsite PBX, enabling you to combine the traditional PBX functionality together with the flexibility of cloud-based services such as voice, on-net video and collaboration facilities, comprising: 

1.1 the Standard Service Components; and 

1.2 any of the Service Options as set out in any applicable Order, up to the point of the Service Management Boundary as set out in Paragraph 4 (“Kingfisher Cloud Voice and Cloud Voice SIP-T Service”).

Kingfisher will provide you with the following standard service components (“Standard Service Components”) in accordance with the details as set out in any applicable Order: 2.1 User Feature Pack Licence 

2.1.1 Kingfisher SIP-T Essentials: Kingfisher will provide a User Feature Pack Licence for each SIP trunking PBX User that will enable them to make and receive voice calls over an internet connection in the UK, and/or 

2.1.2 Kingfisher Cloud Voice Licence: Kingfisher will provide one of the following User Feature Pack Licences for each Hosted Cloud User: 

(a) Kingfisher Cloud Voice Express; 

(b) Kingfisher Cloud Voice Centrex; 

(c) Kingfisher Cloud Voice Complete. 

2.2 Customer Portal: Kingfisher will provide you with a right to access and use a secure shared web portal to view information, manage and administer the Kingfisher Cloud Voice and Cloud Voice SIP-T Service. 

2.3 Geographical Number: Kingfisher will allocate new Geographical Number (s) or port existing Geographical Number(s) to you in accordance with Paragraph 7.22. 

Kingfisher will provide you with any of the following options as set out in any applicable Order (“Service Options”) and in accordance with the details as set out in that Order: 

3.1 User Add-on Licences; 

3.1.1 CRM Integrator 3.1: 

(a) you will integrate and set-up CRM Integrator 

(b) manual or automatic activation of call logging stores your call logging information locally on your User Device. 

3.1.2 Go TAPI: 

(a) is provided ‘as is’; and 

(b) Kingfisher does not provide integration or any support for Go TAPI. 

3.2 Site Add-on Licences; 

3.3 Kingfisher Cloud Voice Training; 

3.4 Professional Recording; 

3.5 Music on Hold; 

3.6 Call Sharer Plans; 

3.6.1 UK Sharer Plan; and 

3.6.2 International Sharer Plan; 

3.7 Kingfisher Cloud Voice Call Analytics: 

3.7.1 You may choose from the following options: 

1. Insight;
2. Report; and 
3. Report Premier; Kingfisher Cloud Voice Call Analytics Licences: 

3.7.2 You may order the following Kingfisher Cloud Voice Call Analytics Licences: 

1. Kingfisher Cloud Voice Call Analytics Supervisor Licence; 
2. Kingfisher Cloud Voice Call Analytics Insight User Licence; 
3. Kingfisher Cloud Voice Call Analytics My Console Licence; 
4. Kingfisher Cloud Voice Call Analytics View Agent Licence; and 
5. Kingfisher Cloud Voice Call Analytics End Point Licence. 

(b) A minimum of one Kingfisher Cloud Voice Call Analytics Supervisor Licence per account is required for Kingfisher Cloud Voice Call Analytics. 

(c) As part of Kingfisher Cloud Voice Call Analytics, Kingfisher will automatically assign a Kingfisher Cloud Voice Call Analytics End Point Licence for each Kingfisher Cloud Voice Licence and Kingfisher Cloud Voice SIP Trunk Channel. If additional Kingfisher Cloud Voice Licences or Kingfisher Cloud Voice SIP Trunk Channels are added in life, Kingfisher will also add the corresponding number of Kingfisher Cloud Voice Call Analytics End Point Licences and will levy Charges accordingly. 

(d) On Kingfisher SIP-T Essentials, the Kingfisher Cloud Voice Analytics reporting will be at SIP trunk level only, so it will affect the detail of information available to you. 

3.8 IP Phones and Devices: 

3.8.1 Kingfisher Cloud Voice Installation; 

3.8.2 LAN Switches; 

3.8.3 Structured Cabling; 

3.8.4 Access Control Visitor; 

3.8.5 Access Control Visitor and Staff; 

3.8.6 LED Strobe Light; and 

3.8.7 Loud Ringer. 

With regard to Paragraphs 3.8.4 and 3.8.5 it will be your responsibility to put the appropriate security policies and practices in place and Kingfisher will have no liability if such appropriate policies and practices are not utilised. 

3.9 Wi-Fi Enabled Devices: 

3.9.1 You will ensure you have sufficient wi-fi connectivity, which includes sufficient wi-fi coverage and signal strength to enable the Wi-Fi Enabled Devices to function. 

3.9.2 Kingfisher is not responsible if the Wi-Fi Enabled Devices do not function properly, including when voice service and voice quality is affected, as a result of you not having wi-fi connectivity, or if the wi-fi connectivity provided by a third party is insufficient. 

3.10 Door Entry Systems Maintenance: 

3.10.1 Where you choose Door Entry Systems Maintenance Service Option, Kingfisher may provide maintenance for your Access Control Visitor and/or Access Control Visitor and Staff. 

3.10.2 Faults you report in your Access Control Visitor and/or Access Control Visitor and Stuff will be repaired during Business Hours. Where you report a fault before 5pm on one Business Day, Kingfisher will aim to respond to that incident by the end of the next Business Day. 

3.11 Call Recording: 

3.11.1 The Call Recording Service Option is compatible with Kingfisher Cloud Voice Express, Centrex and Kingfisher Cloud Voice Complete; 

3.11.2 You may choose from the following storage duration options for recorded calls as set out in the applicable Order: 

(a) Up to 7 years; 

(b) Up to 5 years; 

(c) Up to 3 years; or 

(d) Up to 1 year. The same storage duration option applies to all Call Recording Users; 

3.11.3 If your existing storage duration for recorded calls is up to 30 days (“Default Option”), you may change your Default Option to one of the storage options set out in Paragraph 

3.11.2 above, however this may result in the deletion of any call recordings already stored. Before your new storage duration option is active, you should consider downloading or archiving any call recordings already stored; 

3.11.4 At any time, you may: 

(a) increase or decrease the number of Call Recording Users; 

(b) change the Call Recording Users via the Customer Portal; 

(c) change to a longer storage duration option (but not to a shorter storage duration option);

(d) download or archive call recordings to be stored locally; 

(e) manually delete call recordings so they will no longer be available; and 

(f) cancel the Call Recording Service Option by giving Notice to Kingfisher, after which you will no longer have access to any stored call recordings that have not been downloaded or archived and the call recordings will be deleted; 

3.11.5 When you have reached your maximum storage duration limit, call recordings will be automatically deleted on a rolling basis and will no longer be available; 

3.11.6 Where call recordings have been deleted by Kingfisher in accordance with Paragraphs 3.11.3, 3.11.4(f), 3.11.5 and 8.4.4, Kingfisher will not be liable for the loss of those call recordings that have not been downloaded or archived by you. 

3.12 Presentation Number Service Option detailed in the attached Presentation Number Service Option Annex that sets out your binding legal obligations in relation to your use of this feature; 

3.13 Soft Skills Training and Business Skills Training. Kingfisher will not be liable or in any way responsible for the content or information presented in the provided trainings. 

4.1 Kingfisher will provide and manage the Kingfisher Cloud Voice and Cloud Voice SIP-T Service in accordance with Parts A, B and C of this Schedule and as set out in any applicable order up to your side of the socket on the NTE or the SIP gateway where the socket is not managed by Kingfisher (“Service Management Boundary”). 

4.2 Kingfisher will have no responsibility for the Kingfisher Cloud Voice and Cloud Voice SIP-T Service outside the Service Management Boundary. 

4.3 Kingfisher does not make any representations, whether express or implied, about whether the Kingfisher Cloud Voice and Cloud Voice SIP-T Service will operate in combination with any Customer Equipment, over non-Kingfisher Business access or other equipment and software. 

4.4 The use of Kingfisher Cloud Voice and Kingfisher Cloud Voice SIP-T over a Kingfisher Business Access Service aims to provide higher levels of voice security as it traverses the single owned Kingfisher core network than if it was provided over a Non-Kingfisher Access Service. 

5.1 You will have the following services in place that will connect to the Kingfisher Cloud Voice and Cloud Voice SIP-T Service and are necessary for the Kingfisher Cloud Voice and Cloud Voice SIP-T Service to function and will ensure that these services meet the minimum technical requirements that Kingfisher specifies: 

5.1.1 a suitably enabled Access Service with sufficient bandwidth to support your voice and data usage and service level requirements 

(a) for the Cloud Voice SIP-T Service only, for supply over Kingfisher Business Access Services, a Kingfisher Business Broadband router;

(b) for the Cloud Voice Service only, for supply over Kingfisher Business Access Services, a compatible router for which you are solely responsible; 

(c) for supply over Kingfisher Leased Line, a Kingfisher Leased Line router; 

(d) for supply over Non-Kingfisher Access Services, you will ensure that the Access Service, routers and set up is compatible with the Kingfisher Cloud Voice and Cloud Voice SIP-T Service by: 

(i) ensuring SIP ALG is not enabled on the routers or Firewalls; and 

(ii) ensuring Voice QoS is enabled, where available. If this is not available, this may impact the voice quality on the Kingfisher Cloud Voice and Cloud Voice SIP-T Service. 

5.1.2 For the Cloud Voice SIP-T Service only, a Kingfisher supported and maintained IP enabled PBX or a KIngfisher SIP Gateway for other PBXs; 

5.1.3 LAN infrastructure with a minimum of CAT5e structured cable; 

5.1.4 IP Phones and Specialist Devices; and 

5.1.5 For Wi-Fi Enabled Devices only, a sufficient wi-fi connection which can be provided by Kingfisher or other third party, (each an “Enabling Service”). 

5.2 If Kingfisher provides you with any services other than the Kingfisher Cloud Voice and Cloud Voice SIP-T Service (including, but not limited to any Enabling Service) this Schedule will not apply to those services and those services will be governed by their separate terms. 

5.3 You will ensure that the Access Service, routers and set up are compatible with the Kingfisher Cloud Voice and Cloud Voice SIP-T Service by complying with instructions Kingfisher gives you, which includes, but is not limited to, the Firewall and LAN guide instructions. 

6.1 Loaned Equipment 

6.1.1 Excluding any Software provided as part of any Loaned Equipment, all Loaned Equipment will remain Kingfisher’s property at all times and risk in any Loaned Equipment will pass to you upon delivery, whether or not the Loaned Equipment has been installed. 

6.1.2 Any Loaned Equipment provided to you as part of the Kingfisher Cloud Voice and Cloud Voice SIP-T Service is provided for use with the Kingfisher Cloud Voice and Cloud Voice SIP-T Service only and in accordance with the terms of this Contract and Kingfisher’s instructions. 

6.1.3 Kingfisher may replace any Loaned Equipment from time to time and you will inform Kingfisher if you do not wish to receive any replacement Loaned Equipment. 

6.1.4 On termination or expiry of the Kingfisher Cloud Voice and Cloud Voice SIP-T Service, for whatever reason, you will return the Loaned Equipment to Kingfisher within 60 days. 

6.1.5 If you fail to return the Loaned Equipment to Kingfisher in accordance with Paragraph 

6.1.4, you will incur a non-return fee.

6.1.6 Payment of the Non-Return Fee does not transfer ownership of title in the Loaned Equipment to you and you still must return the Loaned Equipment to Kingfisher. 

6.1.7 If the Loaned Equipment is returned to Kingfisher within two years of you being charged the Non-Return Fee, Kingfisher will credit to your account an amount corresponding to the condition of the Loaned Equipment allowing for reasonable wear and tear. 

6.2 In relation to the Loaned Equipment, you will; 

6.2.1 keep the Loaned Equipment safe and without risk to health; 

6.2.2 only use the Loaned Equipment, or allow it to be used, in accordance with any instructions or authorisation Kingfisher may give and for the purpose for which it is designed; 

6.2.3 not move the Loaned Equipment or any part of it from the Site(s) without Kingfisher’s written consent; 

6.2.4 not make any alterations or attachments to, or otherwise interfere with, the Loaned Equipment nor permit any person (other than a person authorised by Kingfisher) to do so, without Kingfisher’s prior written consent and if Kingfisher gives its consent, agree that any alterations or attachments are part of the Loaned Equipment; 

6.2.5 not sell, charge, assign, transfer or dispose of or part with the possession of the Loaned Equipment or any part of it; 

6.2.6 not allow any lien, encumbrance or security interest over the Loaned Equipment nor pledge the credit of Kingfisher for the repair of the Loaned Equipment or otherwise; 

6.2.7 obtain appropriate insurance against any damage to or theft or loss of the Loaned Equipment; 

6.2.8 in addition to any other rights that Kingfisher may have, reimburse Kingfisher for any losses, costs or liabilities arising from your use or mis-use of the Loaned Equipment or where the Loaned Equipment is damaged, stolen, or lost, except where the loss or damage to the Loaned Equipment is as a result of fair wear and tear or caused by Kingfisher; and 

6.2.9 where there is a threatened seizure of the Loaned Equipment or an Insolvency Event applies to you, immediately provide Kingfisher with Notice so that Kingfisher may take action to repossess the Loaned Equipment. 

6.3 Purchased Equipment 

6.3.1 Transfer of Title and Risk (a) Where the Purchased Equipment is delivered to a Site: 

1. title in the Purchased Equipment (except for the Intellectual Property Rights) will pass to you when you have paid for the Purchased Equipment in full; 
2. where Kingfisher delivers or installs the Purchased Equipment, risk will pass to you on delivery of the Purchased Equipment, but you will not be liable for any loss or damage that is caused by Kingfisher’s negligence; and 
3. where Kingfisher does not deliver or install the Purchased Equipment, risk will pass to you when you take possession of the Purchased Equipment. 

6.3.2 Acceptance of Purchased Equipment (a) The Purchased Equipment will be treated as accepted: 

(i) where Kingfisher does not install the Purchased Equipment, when you take delivery or possession of the Purchased Equipment; and 

(ii) where Kingfisher installs the Purchased Equipment, the Service Start Date. 

6.3.3 Warranty 

(a) During the period of 12 consecutive months following the Service Start Date (or any other period that Kingfisher advises you in a Notice), if you report to Kingfisher in accordance with Paragraph 10 that there is an Incident in the Purchased Equipment due to faulty design, manufacture or materials, or Kingfisher’s negligence, Kingfisher will, or will arrange for the manufacturer or other third party to, replace or (at Kingfisher’s option) repair the part affected by, or causing, the Incident free of charge, unless: 

(i)          the Purchased Equipment has not been properly kept, used or maintained in accordance with the manufacturers or Kingfisher’s instructions, if any; 

(ii)       the Purchased Equipment has been modified without Kingfisher’s written consent;

1. the Incident is due to damage, interference with or maintenance of Purchased Equipment by persons other than Kingfisher or a third party authorised by Kingfisher; 
2. the Incident is due to faulty design by you where the Purchased Equipment has been customised or integrated into your systems to your design; or the Incident is due to fair wear and tear. 

(b) If requested by Kingfisher, you will return the Purchased Equipment affected by an Incident to Kingfisher or to the manufacturer or other third party, in accordance with Kingfisher’s instructions, for repair or replacement in accordance with Paragraph 6.3.3(a); and 

(c) Kingfisher does not warrant that the Software supplied in accordance with the Contract is free from Incidents, but Kingfisher will remedy any defects that materially impair performance (where necessary, by arrangement between both of us) within a reasonable time. 

6.3.4 Security 

(a) You are responsible for the proper use of any usernames, personal identification numbers and passwords used with the Purchased Equipment (and Loaned Equipment where applicable), and you will take all necessary steps to ensure that they are kept confidential, secure and not made available to unauthorised persons; and 

(b) Kingfisher does not guarantee the security of the Purchased Equipment or Loaned Equipment against unauthorised or unlawful access or use. 

6.3.5 Software Licence on and from the Service Start Date, or, where Kingfisher installs any Purchased Equipment or Loaned Equipment, from the date of installation, you will comply with the provisions of any Software licences provided with or as part of any Purchased Equipment or Loaned Equipment. 

6.4 WEEE Directive 

6.4.1 You are responsible under Article 13 of the Waste Electrical and Electronic Equipment Directive 2012 (“WEEE Directive”) 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”). 

6.4.2 For the purposes of Article 13 of the WEEE Directive this Paragraph 

6.4 is an alternative arrangement to finance the collection, treatment, recovery, recycling and environmentally sound disposal of WEEE. 

6.4.3 You will comply with any information recording or reporting obligations imposed by the WEEE Directive. 

6.5 Consumer Regulations Where you place an Order acting for purposes that are related to your trade, business or profession, this is a business-to-business transaction to which the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 do not apply. 

6.6 Sale of Goods 

The UN Convention on Contracts for the International Sale of Goods will not apply to the Contract. 

7.1 Changes to the Contract 

7.1.1 Kingfisher may amend the Contract (including the Charges) at any time by either: 

(a) publishing the amendment online at www.kingfishertelecom.com/pricing or www.kingfishertelecom.com/termsandconditions (or any other online address that Kingfisher advises you of); or 

(b) by giving Notice to you. 

7.1.2 In the event that the amendments cause you material detriment, Kingfisher will give you Notice at least 30 days before the change is to take effect and, in the case of any other amendments, at least one day before the change is to take effect. 

7.1.3 If Kingfisher makes any amendment to the Contract that causes you material detriment, you will not have to pay any Termination Charges if you give Notice to terminate the affected Service in accordance with Clause 17 of the General Terms within: 

(a) 90 days after the date of notification if Kingfisher has only published the amendment online in accordance with Paragraph 7.1.1(a); or 

(b) 30 days after the date of the Notice if Kingfisher has given you Notice in accordance with Paragraph 7.1.1(b). 7.1.4 Changes to the Kingfisher Cloud Voice and Cloud Voice SIP-T Service and the Contract that are as a result of updates, upgrades, enhancements, amendments, additions and improvements made to third party provided Software are not in Kingfisher’s control and you acknowledge and agree that such changes may occur without notice to you, provided that such changes do not cause you material detriment. 

7.2 Annual Price Increase 

7.2.1 Kingfisher reserves the right to include an annual increase to Recurring Charges (rounded up to the nearest whole pence) by a percentage comprised of i) the annual percentage increase in the Consumer Price Index (CPI) rate figure published by the Office for National Statistics in January of that year (ignoring any negative figures) plus ii) 3.9% (“Annual Price Increase”).

7.2.2 If applicable the Annual Price Increase will take effect on bills dated on or after 1st April of each year beginning on 1st April 2023. If the CPI figure is negative in the relevant year, Kingfisher will only increase Recurring Charges by 3.9%. The change to Recurring Charges as a result of the Annual Price Increase will not cause you material detriment and will not give you the right to terminate the Contract without paying Termination Charges. 

7.2.3 The products and services to be included in an Annual Price Increase are set out online at the following link: Kingfisher Price List. 

7.3 Minimum Period of Service 

7.3.1 At the end of the Minimum Period of Service, unless one of us gives Notice to the other of an intention to terminate the Kingfisher Cloud Voice and Cloud Voice SIP-T Service in accordance with the Contract: 

(a) Kingfisher will continue to provide the Kingfisher Cloud Voice and Cloud Voice SIP-T Service; 

(b) the Charges applicable during the Minimum Period of Service will cease to apply and Kingfisher will invoice you the Charges set out in the Kingfisher Price List from expiry of the Minimum Period of Service; and 

(c) both of us will continue to perform each of our obligations in accordance with the Contract. 

7.3.2 If either of us gives Notice to the other of an intention to terminate the Kingfisher Cloud Voice and Cloud Voice SIP-T Service, Kingfisher will cease delivering the Kingfisher Cloud Voice and Cloud Voice SIP-T Service at the time of 23:59 on the last day of the Minimum Period of Service or subsequent Renewal Period. 

7.4 Termination of Contract 

7.4.1 For the purposes of Clause 17 of the General Terms, either of us may, at any time after the Service Start Date and without cause, terminate the Kingfisher Cloud Voice and Cloud Voice SIP-T Service or any applicable Order by giving 28 days’ Notice to the other. 

7.4.2 Kingfisher may terminate the Kingfisher Cloud Voice and Cloud Voice SIP-T Service if your separate contract with Kingfisher for Access Service is terminated for any reason. 

7.5 Customer Committed Date 

7.5.1 If you request a change to the Kingfisher Cloud Voice and Cloud Voice SIP-T Service or any part of the Kingfisher Cloud Voice and Cloud Voice SIP-T Service, including any Purchased Equipment or any IP Address location, then Kingfisher may revise the Customer Committed Date to accommodate that change. 

7.5.2 Kingfisher may expedite delivery of the Kingfisher Cloud Voice and Cloud Voice SIP-T Service for operational reasons or in response to a request from you, but this will not revise the Customer Committed Date. 

7.6 Access to Emergency Services 

7.6.1 Kingfisher will provide the ability for Users to call the emergency services by dialling “999” or “112”, but caller location information will only be provided by Kingfisher if you: 

(a) inform Kingfisher of the geographic location of calling numbers to enable Kingfisher to maintain a database of calling numbers and geographic locations; 

(b) inform Kingfisher immediately of any changes to those locations; and 

(c) configure your PBX to accurately convey correct calling number locations. 

7.6.2 Kingfisher will not guarantee your ability to use the Kingfisher Cloud Voice and Cloud Voice SIP-T Service to make emergency calls at all times, including where: 

(a) there is a failure of mains power, Access Line or Access Service; (b) you are accessing the Kingfisher Cloud Voice and Cloud Voice SIP-T Service from a mobile device and are not using the mobile network; or 

(c) Kingfisher has suspended or interrupted the Kingfisher Cloud Voice and Cloud Voice SIP-T Service for any reason, including Maintenance, and, therefore, Kingfisher recommends that you consider an alternative means to support emergency calls. 

7.6.3 Where you request, and Kingfisher moves, a telephone number from one Site to another, there may be a delay in updates to caller location information held by the emergency services and until the emergency services receive any updated location information, the location information held by the emergency services will be the address of the Site before the number was moved. 

7.7 EULA 

7.7.1 Where Kingfisher makes available Software for you to use with the Kingfisher Cloud Voice and Cloud Voice SIP-T Service, you will be required to enter into an end user licence agreement in the form set out at any web-link or other location that Kingfisher or the Software supplier may notify to you, as may be amended or supplemented from time to time (“EULA”). 

7.7.2 By accepting the terms of the EULA, you agree to observe and comply with it for any and all use of the Kingfisher Cloud Voice and Cloud Voice SIP-T Service. 

7.7.3 In addition to what it says in Clause 15 of the General Terms, if you do not comply with the EULA, Kingfisher may restrict or suspend the Kingfisher Cloud Voice and Cloud Voice SIP-T Service upon reasonable Notice, and: Kingfisher Cloud Voice and Cloud Voice SIP-T Schedule 

(a) you will pay the Charges that are payable for the Kingfisher Cloud Voice and Cloud Voice SIP-T Service until the Kingfisher Cloud Voice and Cloud Voice SIP-T Service ends; and 

(b) Kingfisher may charge a re-installation fee to start the Kingfisher Cloud Voice and Cloud Voice SIP-T Service again. 

7.7.4 You are responsible in accordance with the terms of the EULA for the use of the Software. 

7.7.5 You will enter into the EULA for your own benefit and the rights, obligations, acknowledgements, undertakings, warranties and indemnities granted in accordance with the EULA are between you and the Software supplier. 

7.7.6 You will deal with the Software supplier with respect to any loss or damage suffered by you or the Supplier under the EULA and any loss or damage will not be enforceable against Kingfisher. 

7.7.7 Where the EULA is presented in a ‘click to accept’ function and you require Kingfisher to configure or install Software on your behalf, Kingfisher will do so as your agent and bind you to the EULA. 

7.8 Cisco Webex 

7.8.1 The Cisco Webex Application is available with the Kingfisher Cloud Voice Exprex or Kingfisher Cloud Voice Centrex User Feature Pack Licences. 

7.8.2 Where Kingfisher makes the Cisco Webex Application available to you to use with the Kingfisher Cloud Voice and Cloud Voice SIP-T Service, you will: 

(a) in accordance with Paragraph 7.7, agree to the EULA set out at www.cisco.com/go/eula (or any other location which Kingfisher or the supplier may notify to you) and comply with it for use of the Cisco Webex Application; and 

(b) agree to the Privacy Data Sheets for the Cisco Webex Application (as may be amended from time to time). 

7.8.3 You will: 

(a) comply with all Applicable Laws and regulations applicable to the use of the Cisco Webex Application; 

(b) not transfer, assign, or sublicence your right to use the Cisco Webex Application to any other person, organisation or entity; 

(c) not attempt to create any derivative version of the Cisco Webex Application Software, decompile, decrypt, reverse engineer, disassemble or apply any other processes or procedures to derive the source code of the Cisco Webex Application Software; 

(d) ensure the proper use of the Cisco Webex Application by Users and not permit any alteration, repair or modification of the Cisco Webex Application; 

(e) only use the most up to date version of the Cisco Webex Application made available to you; and 

(f) ensure any Customer Equipment used in connection with the Cisco Webex Application is adequately protected against viruses and other breaches of security. 

7.8.4 Customer Equipment used in connection with the Cisco Webex Application must meet minimal technical requirements as set out at https://help.webex.com/en-us/nk90t65/System-Requirements-for-Cisco-Webex-Teams, or any other location that Kingfisher may notify you of. 

7.8.5 Kingfisher does not guarantee that the Cisco Webex Application will perform at a particular speed, or will be uninterrupted, errorfree, or secure. The Cisco Webex Application may be subject to limitations, delays, and other problems inherent in the use of the Internet and electronic communications. 

7.8.6 Any Personal Data provided by Users when using the Cisco Webex Application will be processed and stored by the supplier in accordance with the terms of the EULA, the Privacy Data Sheets and the Webex Privacy Policy, as may be amended from time to time by the supplier. 

7.8.7 If you downgrade from Kingfisher Cloud Voice Express or Kingfisher Cloud voice Centrex to a User Feature Pack Licence which does not support the Cisco Webex Application, or you terminate your Kingfisher Cloud Voice and Cloud Voice SIP-T Service, any Content stored on the Cisco Webex Application will be deleted. You may manually download any Content prior to deletion, except chats or messages which cannot be downloaded. 

7.8.8 Kingfisher is not liable for any loss of Content stored on the Cisco Webex Application and recommends that such Content is duplicated and saved locally. 

7.9 IP Addresses, Domain Names and Telephone Numbers 

7.9.1 Except for IP Addresses expressly registered in your name, all IP Addresses and Domain Names made available with the Kingfisher Cloud Voice and Cloud Voice SIP-T Service will at all times remain Kingfisher’s property or the property of Kingfisher’s suppliers and are non-transferable. 

7.9.2 All of your rights to use IP Addresses or Domain Names will cease on termination or expiration of the Kingfisher Cloud Voice and Cloud Voice SIP-T Service. 

7.9.3 Kingfisher cannot ensure that any requested Domain Name is available from or approved for use by the Internet Registration Authorities and Kingfisher has no liability for any failure in the Domain Name registration, transfer or renewal process. 

7.9.4 You warrant that you are the owner of, or are authorised by the owner of, the trademark or name that you wish to use as a Domain Name. Kingfisher Cloud Voice and Cloud Voice SIP-T. 

7.9.5 You are responsible for all fees associated with registration and maintenance of your Domain Name and will reimburse Kingfisher for any and all fees that Kingfisher pays to any Internet Registration Authorities, and thereafter be responsible for paying such fees directly to the relevant Internet Registration Authorities. 

7.9.6 You will not own any telephone number related to the Kingfisher Cloud Voice and Cloud Voice SIP-T Service and, apart from your right to number portability where you change communications provider, all your rights to use telephone numbers will cease on termination or expiration of the Kingfisher Cloud Voice and Cloud Voice SIP-T Service. 

7.10 Invoicing 

7.10.1 Unless set out otherwise in any applicable Order, Kingfisher will invoice you for the following Charges in the amounts set out in any applicable Order or the Kingfisher Price List: (a) Installation Charges, on the Service Start Date, or where the installation period is estimated to be longer than one month, monthly in arrears starting from when you place an Order until the Service Start Date; 

(b) Recurring Charges, except Usage Charges, monthly or quarterly in advance (depending on your billing frequency) and for any period where the Kingfisher Cloud Voice and Cloud Voice SIP-T Service is provided for less than one month, the Recurring Charges will be calculated on a daily basis; 

(c) Usage Charges, monthly or quarterly in arrears (depending on your billing frequency), calculated at the then current rates; 

(d) any Charges for any Purchased Equipment from the Service Start Date, and those Charges that will apply from the date you take delivery or possession of that Purchased Equipment; (e) De-installation Charges within 60 days of de-installation of the Kingfisher Cloud Voice and Cloud Voice SIP-T Service; and

(f) any Termination Charges incurred in accordance 

7.12 upon termination of the relevant Service. 

7.10.2 Kingfisher may invoice you for any of the following Charges in addition to those set out in any applicable Order: 

(a) Charges for investigating Incidents that you report to Kingfisher where Kingfisher finds no Incident or that the Incident is caused by something for which Kingfisher is not responsible under the Contract; 

(b) Charges for commissioning the Kingfisher Cloud Voice and Cloud Voice SIP-T Service in accordance outside of Business Hours; 

(c) Charges for expediting provision of the Kingfisher Cloud Voice and Cloud Voice SIP-T Service at your request after Kingfisher has informed you of the Customer Committed Date; (d) Charges for late payments; and 

(e) any other Charges as set out in any applicable Order or the Kingfisher Price List or as otherwise agreed between both of us. 

7.11 Cancellation Charges For the purposes of Clause 16 of the General Terms, if you cancel an Order, or part of it, any time before the Service Start Date, you will pay Kingfisher the Cancellations Charges as set out in Kingfisher Price List. 

7.12 Termination Charges 

7.12.1 If you terminate the Contract, the Kingfisher Cloud Voice and Cloud Voice SIP-T Service or any applicable Order for convenience in accordance with Clause 17 of the General Terms, you will pay Kingfisher: 

(a) all outstanding Charges for service rendered; 

(b) any remaining Charges outstanding with regard to Kingfisher Equipment or Purchased Equipment; 

(c) any additional amounts due under the Contract; 

(d) any other Charges as set out in any applicable Order or the Kingfisher Price List; and 

(e) any charges reasonably incurred by Kingfisher from a supplier as a result of the early termination. 

7.12.2 In addition to the Charges set out above, if Kingfisher terminates during the Minimum Period of Service because your separate contract for Access Service has been terminated or you terminate during the Minimum Period of Service, then except as set out in Paragraph 

7.12.5 you will pay Kingfisher: 

(a) for any parts of the Kingfisher Cloud Voice and Cloud Voice SIP-T Service that were terminated during the first 12 months of the Minimum Period of Service, Termination Charges, as compensation, equal to: 

(i) 100 per cent of the Recurring Charges for any remaining months of the first 12 months of the Minimum Period of Service; and 

(ii) 50 per cent of the Recurring Charges for the remaining months, other than the first 12 months of the Minimum Period of Service; and 

(b) any waived Installation Charges; 

7.12.3 for any parts of the Kingfisher Cloud Voice and Cloud Voice SIP-T Service that were terminated after the first 12 months of the Minimum Period of Service, Termination Charges, as compensation, equal to 50 per cent of the Recurring Charges for any remaining months of the Minimum Period of Service. 

7.12.4 Kingfisher will refund to you any money you have paid in advance after deducting any Charges or other payments due to Kingfisher under the Contract.

7.12.5 The Termination Charges 

7.12.2 will not apply where the separate contract for the Kingfisher Business Access Service was terminated because: 

(a) Clauses 18 and 19 of the General Terms apply; or 

(b) Kingfisher terminated the separate contract for the Kingfisher Business Access Service for convenience under Clause 17 of the General Terms. 

7.13 Service Amendment 

7.13.1 You may request, by giving Kingfisher Notice, a change to: 

(a) an Order for the Kingfisher Cloud Voice and Cloud Voice SIP-T Service (or part of an Order) at any time before the applicable Service Start Date; or 

(b) the Kingfisher Cloud Voice and Cloud Voice SIP-T Service at any time after the Service Start Date. 

7.13.2 If you request a change in accordance 

7.13.1, except where a change results from Kingfisher’s failure to comply with Kingfisher’s obligations under the Contract, Kingfisher will, within a reasonable time, provide you with a written estimate, including: 

(a) the likely time required to deliver the changed Kingfisher Cloud Voice and Cloud Voice SIP-T Service; and 

(b) any changes to the Charges due to the changed Kingfisher Cloud Voice and Cloud Voice SIP-T Service. 

7.13.3 Kingfisher has no obligation to proceed with any change that you request in accordance with Paragraph 

7.13.1, unless and until the necessary changes to the Charges, implementation timetable and any other relevant terms of the Contract to take account of the change are agreed between both of us in writing. 

7.13.4 If Kingfisher changes a Kingfisher Cloud Voice and Cloud Voice SIP-T Service prior to the Service Start Date because you have given Kingfisher incomplete or inaccurate information, Kingfisher may, acting reasonably, apply additional Charges. 

7.14 Content 

7.14.1 Where Kingfisher provides you with Content: 

(a) the use of Content is at your own risk; 

(b) the Content may change from time to time; 

(c) the Content will only be used for its own purposes and is protected by copyright, trademark, and other Intellectual Property Rights; 

(d) you will not copy, store, adapt, modify, transmit, distribute externally, play or show in public, broadcast or publish any part of the Content; 

(e) Kingfisher will not guarantee the accuracy or completeness of the Content; 

(f) some of the Content will have its own terms which may be displayed online or elsewhere. You will comply with any applicable terms when accessing Content; 

(g) access to any Content provided on a subscription basis as part of the Service will cease when the subscription or this Contract ends; 

(h) Kingfisher will have no obligation to store Content or any responsibility if stored Content is lost or deleted; and 

(i) Kingfisher recommends that you save copies of information you wish to keep on other devices not connected with the Service. 

7.15 Content for Music on Hold 

7.15.1 Where Kingfisher provides you with Content for Music on Hold: 

(a) Kingfisher will provide you with a single music on hold track for you to use at a Site; and (b) the Content for Music on Hold will be copyright free and exempt from all relevant usage fees. 

7.15.2 Where you provide Content for Music on Hold, you will: 

(a) obtain in writing all necessary rights, clearances and permissions to allow Kingfisher to provide Music on Hold using the Content; 

(b) obtain all necessary licences from the Performing Right Society (PRS), Mechanical Copyright Protection Society (MCPS), Phonographic Performance Limited (PPL) or any copyright holder; 

(c) pay any royalties or other charges to use the Content for Music on Hold; and 

(d) indemnify Kingfisher for any Claims, losses, costs or liabilities brought against Kingfisher that results from or is connected with your failure to comply.

7.15.3 Where any Content that you provide for Music on Hold becomes, or Kingfisher reasonably believes it is likely to become, the subject of a Claim of infringement of any third party’s Intellectual Property Right or breach of any licensing requirement, Kingfisher may: 

(a) delete the Content and replace the deleted Content with non-infringing Content; or 

(b) disable the Music on Hold feature. 

7.16 Call Recording 

7.16.1 If you select the Call Recording Service Option, you will: 

(a) be solely responsible for the content of the recordings and use of the Call Recording service;

(b) ensure that you have obtained all necessary permission, consents and approvals for use of the Call Recording service, including Call Recording Users’ agreement to the recordings; and (c) comply with all laws, directives or regulations which may be applicable for the use of the Call Recording service, including Data Protection Legislation. 

7.16.2 Kingfisher does not warrant or represent that the Call Recording service meets your legal or regulatory obligations in respect of any relevant legislation applicable to interception, recording and monitoring of recordings. You are responsible for adhering to all applicable legislation to ensure all call recordings are in compliance with all Applicable Laws in all respects. 

7.17 PCI DSS Compliance Obligations 

7.17.1 Kingfisher takes no responsibility for your use of the Kingfisher Cloud Voice and Cloud Voice SIP-T Service for the processing, storage or transmission of any Cardholder Data, Sensitive Authentication Data or any other data that is subject to PCI DSS and you are solely responsible for the compliance of such use with PCI DSS. 

7.17.2 You will not use the Call Recording service for the processing, storage or transmission of any Cardholder Data, Sensitive Authentication Data or any other data that is subject to PCI DSS. 

7.17.3 You will indemnify Kingfisher for any Claims, losses, costs or liabilities that it incurs as a result of you storing, processing or transmitting data that is subject to PCI DSS. 

7.18 Resale the Kingfisher Cloud Voice and Cloud Voice SIP-T Service and Software are provided solely for your own use, and you will not resell or attempt to resell the Service (or any part or facility of it) to anyone else. 

7.19 Upgrades You may upgrade to a Call Sharer Plan with a higher number of minutes per calendar month at any time during the Minimum Period of Service. 

7.20 Standards and Use of Service 

7.20.1 Kingfisher will use reasonable endeavours to provide you with uninterrupted Service where technically possible, however, the quality and availability of the Kingfisher Cloud Voice and Cloud Voice SIP-T Service may be affected by: 

(a) the dimensioning (including number of channels) of the Access Service to support your voice and data usage 

(b) configuration and performance of any Customer Equipment; and 

(c) any configuration changes made to a Non-Kingfisher Access Service. 

7.20.2 You will only use the Kingfisher Cloud Voice and Cloud Voice SIP-T Service in the United Kingdom. 

7.21 Dispute Resolution Kingfisher will try to resolve any complaint or dispute that you may have with Kingfisher in accordance with the procedure set out in Clause 24 of the General Terms. If the matter is not resolved through that procedure, you may refer it to adjudication, where appropriate, in accordance with the details set out in Kingfisher’s Customer Complaints Code set out at http://www.kingfisher.com/complaints, copies of which are available on request. 

7.22 Geographical Number Porting 

7.22.1 Where you wish to port any Geographical Number (s) to Kingfisher, you will: 

(a) provide Kingfisher with full and accurate details of the Geographical Number (s) to be ported; and 

(b) reach any commercial agreement with the suppliers of the services to which the numbers apply, including terminating the services and paying any applicable termination charges; 

7.22.2 Kingfisher will provide you with a Port Date. 

7.22.3 Kingfisher will port the Geographical Number (s) on the Port Date. 

7.22.4 You acknowledge that Geographical Number portability may be unavailable in certain circumstances, such as where there is not a porting agreement between carriers or where it would cease the underlying Access Service, in which case you will be unable to keep your Geographical Number. 

7.23 Suspension In addition to Clause 15 of the General Terms, Kingfisher may restrict or suspend your access and use of the Customer Portal if Kingfisher reasonably believes that you are in breach or likely to be in breach of the Contract or any other contract that you have with Kingfisher. 

7.24 Minimum Guaranteed Download Speed Termination 

7.24.1 If your Kingfisher Cloud Voice and Cloud Voice SIP-T Service: 

(a) was ordered under the same contract as a Kingfisher Business Broadband product; 

(b) was ordered as part of a bundled proposition that contains a Kingfisher Business Broadband product; or

(c) is wholly dependent on an Access Line provided through your Kingfisher Business Broadband product, you may, subject to Kingfisher failing to meet the Minimum Guaranteed Download Speed in accordance with the terms of your Kingfisher Business Broadband product, terminate the Kingfisher Cloud Voice and Cloud Voice SIP-T Service that is dependent on the Access Line associated with your Kingfisher Business Broadband product at the same time as you terminate the relevant Kingfisher Business Broadband product. 

8.1 Service Delivery Before the Service Start Date and, where applicable, throughout the provision of the Kingfisher Cloud Voice and Cloud Voice SIP-T Service, Kingfisher: 

8.1.1 will provide you with contact details for the Service Desk; 

8.1.2 will comply with all reasonable health and safety rules and regulations and reasonable security requirements that apply at the Site(s) and that you have notified to Kingfisher in writing, but Kingfisher will not be liable if, as a result of any such compliance, Kingfisher is in breach of any of Kingfisher’s obligations under this Contract; 

8.1.3 will, where applicable and where the Kingfisher Cloud Voice and Cloud Voice SIP-T Service is provided over a Kingfisher Business Access Service, arrange for any surveys to be conducted to confirm the availability of a suitable Access Line to the Site(s). Where the surveys identify that additional engineering work is required in order to provide a suitable Access Line to the Site(s), Kingfisher may provide a new quote to you, detailing the additional Charges you will need to pay for the engineering work to be completed, and: 

(a) where you accept the new quote, will cancel the existing Order to the affected Site(s), will generate a new Order for the affected Site(s) and will arrange for the additional engineering works to be carried out; or 

(b) where you do not accept the new quote, will cancel your existing Order for the provision of Kingfisher Cloud Voice and Cloud Voice SIP-T Service to the affected Site(s) and Kingfisher will have no obligation to provide the Kingfisher Cloud Voice and Cloud Voice SIP-T Service, and Kingfisher may raise a Charge for any reasonable costs incurred as a result of the survey in accordance with Clause 16 of the General Terms; 

8.1.4 will provide you with a Customer Committed Date and will use reasonable endeavours to meet any Customer Committed Date; and 

8.1.5 if you selected Kingfisher Cloud Voice Installation, install and set-up the IP Phones. 

8.2 Commissioning of the Service Before the Service Start Date, Kingfisher will: 

8.2.1 configure the Kingfisher Cloud Voice and Cloud Voice SIP-T Service; 

8.2.2 conduct a series of standard tests on the Kingfisher Cloud Voice and Cloud Voice SIP-T Service to ensure that it is configured correctly; 

8.2.3 connect the Kingfisher Cloud Voice and Cloud Voice SIP-T Service to each Enabling Service; and 

8.2.4 on the date that Kingfisher has completed the activities in this Paragraph 8.2, confirm to you the Service Start Date. 

8.3 During Operation on and from the Service Start Date, Kingfisher: 

8.3.1 will respond and use reasonable endeavours to remedy an Incident without undue delay and in accordance with the Service Care Levels in Part C of the Contract if you report an Incident on the Kingfisher Network; 

8.3.2 will maintain a web portal and server to provide you with online access to performance reports; 

8.3.3 may carry out Maintenance from time to time and will use reasonable endeavours to inform you at least five Business Days before any Planned Maintenance on the Kingfisher Network, Kingfisher Equipment or Purchased Equipment (excluding third party provided Software), however, Kingfisher may inform you with less notice than normal where Maintenance is required in an emergency; 

8.3.4 may, in the event of a security breach affecting the Kingfisher Cloud Voice and Cloud Voice SIP-T Service, require you to change any or all of your passwords; 

8.3.5 may withdraw any Software at any time; and 

8.3.6 may, for commercial and operational reasons including the provision of service enhancement and Software upgrades: 

(a) change the access arrangements or URLs given to you; 

(b) change the performance and functionality of the of the Customer Portal including all information, materials and Content; and 

(c) interrupt or suspend access to the Customer Portal but will restore access as quickly as possible. 

8.3.7 where the Kingfisher Cloud Voice and Cloud Voice SIP-T Service is provided over Non-Kingfisher Access Services: 

(a) will only be responsible for Incidents within Kingfisher Cloud Voice and Cloud Voice SIP domain; and 

(b) will not be responsible for any Non-Kingfisher Access Service-related Incidents. 

8.4 The End of the Service

On termination of the Kingfisher Cloud Voice and Cloud Voice SIP-T Service by either of us, Kingfisher: 

8.4.1 will provide configuration information relating to the Kingfisher Cloud Voice and Cloud Voice SIP-T Service provided at the Site(s) in a format that Kingfisher reasonably specifies; 

8.4.2 may delete any Content; 

8.4.3 will terminate your right to access and use the Customer Portal; and 

8.4.4 will cease your access

9.1 Service Delivery Before the Service Start Date and, where applicable, throughout the provision of the Kingfisher Cloud Voice and Cloud Voice SIP-T Service, you will: 

9.1.1 provide Kingfisher with the names and contact details of the Customer Contact, but Kingfisher may also accept instructions from a person who Kingfisher reasonably believes is acting with your authority; 

9.1.2 provide Kingfisher with any information reasonably required without undue delay; 

9.1.3 provide Kingfisher with access to any Site(s) during Business Hours, or as otherwise agreed, to enable Kingfisher to set up, deliver and manage the Kingfisher Cloud Voice and Cloud Voice SIP-T Service; 

9.1.4 complete any preparation activities that Kingfisher may request to enable you to receive the Kingfisher Cloud Voice and Cloud Voice SIPT Service promptly and in accordance with any reasonable timescales; 

9.1.5 provide Kingfisher with Notice of any health and safety rules and regulations and security requirements that apply at the Site(s); 

9.1.6 ensure that the LAN protocols and applications you use are compatible with the Kingfisher Cloud Voice and Cloud Voice SIP-T Service; 

9.1.7 prepare and maintain the Site(s) for the installation of Purchased Equipment and supply of the Kingfisher Cloud Voice and Cloud Voice SIP-T Service, including: 

(a) providing a suitable and safe operational environment for any Purchased Equipment including all necessary trunking, conduits, cable trays, and telecommunications connection points in accordance with Kingfisher’s reasonable instructions and applicable installation standards; 

(b) take up or remove any fitted or fixed floor coverings, ceiling tiles and partition covers or provide any openings in buildings required to connect Purchased Equipment to appropriate telecommunications facilities in time to allow Kingfisher to undertake any necessary installation or maintenance Kingfisher Cloud Voice and Cloud Voice SIP-T Services; 

(c) carry out any work that may be required after installation to make good any cosmetic damage caused during installation or maintenance; 

(d) provide a secure, continuous power supply at the Site(s) for the operation and maintenance of the Kingfisher Cloud Voice and Cloud Voice SIP-T Service, Kingfisher Equipment or Purchased Equipment at such points and with such connections as Kingfisher specifies, and, in order to mitigate any interruption to the Kingfisher Cloud Voice and Cloud Voice SIP-T Service resulting from failure in the principal power supply, provide back-up power with sufficient capacity to conform to the standby requirements of the applicable standards; and 

(e) provide internal cabling between the Kingfisher Equipment, Loaned Equipment, and any Customer Equipment, as appropriate; and 

9.1.8 install and connect any phone to your network unless you have selected the Kingfisher Cloud Voice Installation Service Option. 

9.2 During Operation on and from the Service Start Date, you will: 

9.2.1 ensure that Users report Incidents to the Customer Contact and not to the Service Desk;

9.2.2 ensure that the Customer Contact will take Incident reports from Users and pass these to the Service Desk using the reporting procedures agreed between both of us, and is available for all subsequent Incident management communications; 

9.2.3 monitor and maintain any Customer Equipment connected to the Kingfisher Cloud Voice and Cloud Voice SIP-T Service or used in connection with a Kingfisher Cloud Voice and Cloud Voice SIP-T Service; 

9.2.4 ensure that any Customer Equipment that is connected to the Kingfisher Cloud Voice and Cloud Voice SIP-T Service or that you use, directly or indirectly, in relation to the Kingfisher Cloud Voice and Cloud Voice SIP-T Service is: 

(a) connected using the applicable Kingfisher Network termination point, unless you have Kingfisher’s permission to connect by another means; 

(b) adequately protected against viruses and other breaches of security;

(c) technically compatible with the Kingfisher Cloud Voice and Cloud Voice SIP-T Service and will not harm or damage Kingfisher Equipment, Loaned Equipment, the Kingfisher Network, or any of Kingfisher’s suppliers’ or subcontractors’ network or equipment; and 

(d) approved and used in accordance with relevant instructions, standards and Applicable Law and any safety and security procedures applicable to the use of that Customer Equipment; 

9.2.5 immediately disconnect any Customer Equipment, or advise Kingfisher to do so at your expense, where Customer Equipment does not meet any relevant instructions, standards or Applicable Law; 

9.2.6 distribute, manage and maintain access profiles, passwords and other systems administration information relating to the control of Users’ access to the Kingfisher Cloud Voice and Cloud Voice SIP-T Service; 

9.2.7 ensure the security and proper use of all valid User access profiles, passwords and other systems administration information used in connection with the Kingfisher Cloud Voice and Cloud Voice SIP-T Service and: 

(a) immediately terminate access for any person who is no longer a User; 

(b) inform Kingfisher immediately if a User’s ID or password has, or is likely to, become known to an unauthorised person, or is being or may be used in an unauthorised way; 

(c) take all reasonable steps to prevent unauthorised access to the Kingfisher Cloud Voice and Cloud Voice SIP-T Service; 

(d) satisfy Kingfisher’s security checks if a password is lost or forgotten; and 

(e) change any or all passwords or other systems administration information used in connection with the Kingfisher Cloud Voice and Cloud Voice SIP-T Service if Kingfisher requests you to do so in order to ensure the security or integrity of the Kingfisher Cloud Voice and Cloud Voice SIP-T Service. 

9.2.8 ensure that the maximum number of Users will not exceed the permitted number of User identities as set out in any applicable Order; 

9.2.9 not allow any User specific subscription to be used by more than one individual User unless it has been reassigned in its entirety to another individual User, in which case you will ensure the prior User will no longer have any right to access or use the Kingfisher Cloud Voice and Cloud Voice SIP-T Service; 

9.2.10 inform Kingfisher within five Business Days if the number of Users increases by more than 5 per cent from the number of Users as set out in any applicable Order and, in these circumstances, or if Kingfisher can demonstrate by management reports that the number of Users exceeds that limit, Kingfisher may increase the Charges proportionately; 

9.2.11 only connect IP phones and Specialist Devices from the Kingfisher Cloud Voice portfolio to the Kingfisher Cloud Voice service or approved Customer Equipment; 

9.2.12 acknowledge, where the Kingfisher Cloud Voice and Cloud Voice SIP-T Service is provided over Non-Kingfisher Access Services, that: 

(a) Kingfisher will not deal with any other access provider; 

(b) you will be responsible for dealing with the access provider to resolve any underlying access issues; 

(c) you and the access provider will be responsible for: 

(i) the Non-Kingfisher Access Services; 

(ii) any incidents or faults impacting the Non-Kingfisher Access Service; and 

(iii) any Incidents that impact the Kingfisher Cloud Voice and Cloud Voice SIP-T Service; 

(d) Kingfisher will not be responsible for an Incident caused as a result of the Non-Kingfisher Access Services or associated equipment not working correctly. 

9.2.13 acknowledge, where the Kingfisher Cloud Voice and Cloud Voice SIP-T Service is used in conjunction with Customer Equipment purchased outside Kingfisher such as Specialist Devices (but not limited to), that: 

(a) Kingfisher will not be responsible for dealing with any other Third-Party Provider to resolve any underlying issues; 

(b) you are responsible for connection and configuration of your Customer Equipment purchased outside Kingfisher; 

(c) you and your Third-Party Provider will be responsible for: 

(i) each device; 

(ii) any incidents or faults impacting the device; and 

(iii) any incidents that impact the Kingfisher Cloud Voice and Cloud Voice SIP-T Service; 

9.2.14 acknowledge, where Customer Equipment (purchased outside Kingfisher) is not working correctly, that Kingfisher will not be responsible for any of the incident caused by this equipment. 

9.3 The End of the Service On termination of the Cloud Voice and Cloud Voice SIP-T Service by either of us, you will: 

9.3.1 provide Kingfisher with all reasonable assistance necessary to remove Loaned Equipment from the Site(s); 

9.3.2 disconnect any Customer Equipment from Loaned Equipment located at the Site(s); 

9.3.3 not dispose of or use Loaned Equipment other than in accordance with Kingfisher’s written instructions or authorisation; 

9.3.4 arrange for any Loaned Equipment at the Site(s) to be returned to Kingfisher; and 

9.3.5 be liable for any reasonable costs of recovery that Kingfisher incurs in recovering the Loaned Equipment. 

10.1 Where you become aware of an Incident: 

10.1.1 subject to Paragraph 10.4, the Customer Contact will report it to the Service Desk; and 

10.1.2 Kingfisher will give you a Ticket. 

10.2 Kingfisher will inform you when it believes the Incident is cleared and will close the Ticket when: 

10.2.1 you confirm that the Incident is cleared within 24 hours after having been informed; or 

10.2.2 Kingfisher has attempted unsuccessfully to contact you, in the way agreed between both of us in relation to the Incident, and you have not responded within 24 hours following Kingfisher’s attempt to contact you. 

10.3 If you confirm that the Incident is not cleared within 24 hours after having been informed, the Ticket will remain open, and Kingfisher will continue to work to resolve the Incident. 

10.4 Where you have a Non-Kingfisher Access Service you will confirm that there is not an issue with the Non-Kingfisher Access Service before reporting an Incident to the Service Desk.