Part 1: General Terms

These General Terms apply to everything Hosted Companies Ltd supplies: goods, installation and project work, support, and ongoing hosted and managed services. Where a service has its own Service Schedule (Part 2), that schedule adds to these General Terms for that service.

1Definitions

In these terms:

Order: the quote, proposal, order form or Service Agreement you accept, setting out what we will supply to you and the charges. For HCL Voice, your Order is your HCL Voice Service Agreement.
HCL, we, us: Hosted Companies Ltd, company number 8897611, registered office 167–169 Great Portland Street, 5th Floor, London W1W 5PF.
you: the customer named in your Order.
Contract: the agreement between us for what is set out in your Order, made up of the documents listed in clause 2.3.
Goods: hardware, equipment, cabling materials, licences and any other physical items or software we supply to you.
Services: the services set out in your Order, including installation, project work, support, and hosted, managed or cloud services.
Deliverables: anything we produce for you as part of the Services, including designs, documentation, configurations and websites.
Service Schedule: the terms in Part 2 that apply to a particular service.
Charges: the charges for Goods and Services set out in your Order, a Service Schedule or our Price List.
Price List: our current published prices and hourly rates, available on request.
Premises: the location or locations where Goods are delivered or Services are carried out.
Business Day: Monday to Friday, excluding public holidays in England.
Business Hours: 9:00am to 5:30pm on a Business Day.
Data Protection Law: the UK GDPR, the Data Protection Act 2018, the Privacy and Electronic Communications Regulations 2003 and any other law relating to personal data that applies in the UK.

2About the Contract

2.1We supply Goods and Services to businesses only. By accepting an Order you confirm you are acting for the purposes of your trade, business or profession and not as a consumer.

2.2A Contract is formed when you accept an Order, whether by signature, electronic acceptance, email, purchase order or payment, or when we start work at your request, whichever happens first. Quotes are valid for 30 days unless they say otherwise.

2.3Each Contract is made up of the following documents. If they conflict, the one higher in this list takes priority:

(a)your Order;
(b)the Service Schedule for that service, if there is one;
(c)these General Terms;
(d)our Acceptable Use Policy, Privacy Policy and Price List.

2.4These terms apply instead of any terms you try to impose, including any on a purchase order, even if we accept that purchase order.

3Charges and payment

3.1You must pay the Charges set out in your Order and any other Charges that arise under the Contract. All Charges are in pounds sterling and exclude VAT, which will be added at the applicable rate.

3.2Unless your Order says otherwise, invoices are payable within 14 days of the invoice date. Recurring charges may be billed monthly in advance, and usage-based charges monthly in arrears.

3.3Where your Order requires a Direct Debit, you must keep a valid mandate in place for the whole Contract. If a Direct Debit fails or is cancelled, we may charge an administration fee of £15 per failed collection to cover our costs.

3.4For project work and Goods, we may require a deposit or payment in advance before ordering Goods or starting work, as set out in your Order.

3.5Late payment. If you do not pay an amount when due, we may charge interest under the Late Payment of Commercial Debts (Interest) Act 1998, together with fixed compensation and reasonable recovery costs as that Act allows.

3.6No set-off. You must pay all amounts in full without any deduction, set-off or counterclaim, except where required by law.

3.7Disputes. If you dispute an invoice in good faith, tell us in writing within 30 days of the invoice date, with reasons. You must still pay the undisputed part on time.

3.8Expenses and extra work. Work outside the scope of your Order, work outside Business Hours, and reasonable travel, parking and accommodation costs are charged at our Price List rates unless your Order says they are included.

3.9Price changes. We will give you at least 30 days' written notice of any increase to recurring Charges, unless your Order or a Service Schedule says otherwise.

4Goods

4.1Availability. Goods are subject to availability from our suppliers. If Goods are unavailable or a manufacturer changes a product, we may supply an equivalent or better alternative, and we will tell you before doing so if the price changes.

4.2Delivery. Delivery dates are estimates. Goods are delivered to the Premises, or collected by us for installation, as set out in your Order.

4.3Risk. Risk of loss, theft or damage to Goods passes to you on delivery, or when we install them, whichever is earlier.

4.4Ownership (retention of title). Title (ownership) of Goods remains with HCL until we have received payment in full, in cleared funds, for those Goods and for all other sums you owe us under this or any other Contract. Where Goods are supplied for a monthly equipment charge, title is governed by the relevant Service Schedule or your Order instead.

4.5Until title passes to you, you must:

(a)hold the Goods as HCL's bailee;
(b)keep them in good condition, insured for their full replacement value, and identifiable as HCL's property;
(c)not sell, lend, charge or otherwise deal with them, or let any third party claim rights over them; and
(d)tell us immediately if you become subject to any insolvency event.

4.6Recovery. If you do not pay for Goods when due, or you become subject to an insolvency event, we may require you to return the Goods or collect them. You authorise us and our agents to enter the Premises at reasonable times, on reasonable notice, to recover them. This right continues after the Contract ends.

4.7Warranties. Goods come with the manufacturer's warranty, which we will pass on to you. We do not give any additional warranty on Goods unless your Order says so. Faults found on delivery must be reported within 14 days.

4.8Software. Software and licences are supplied subject to the publisher's licence terms, which you must comply with.

4.9Returns and cancellation. Goods can only be returned or cancelled with our written agreement. A restocking fee of 15% may apply. Goods ordered specially for you, custom-configured, or already opened or installed cannot be cancelled or returned unless faulty.

5Installation and project work

5.1We will carry out installation and project work with reasonable skill and care, in line with good industry practice.

5.2Access and site conditions. You must give us safe and timely access to the Premises, a suitable working environment, power and any permissions needed from landlords or building managers. You must tell us before work starts about any known hazards, including asbestos.

5.3Aborted visits. If we cannot carry out scheduled work because access, information or preparation you were responsible for is not available, we may charge for the visit at our Price List rates. If you cancel or rearrange a scheduled visit with less than 2 Business Days' notice, we may charge the standard call-out charge in our Price List.

5.4Changes. Changes to the scope of work after an Order is accepted must be agreed in writing and may change the Charges and timescales.

5.5Making good. Unless your Order says otherwise, our work does not include decorating, making good, or builder's work beyond reasonable tidying.

5.6Completion. Work is complete when we tell you it is finished. It will be treated as accepted if you do not report a material defect within 5 Business Days of completion, or when you start using it for your business, whichever is earlier. We will fix any defects in our workmanship that you report in that period.

6Ongoing, hosted and managed services

6.1We will provide ongoing, hosted and managed Services with reasonable skill and care.

6.2No guarantee of availability. We will work to keep the Services available, but we do not guarantee they will be uninterrupted or fault-free. Services may depend on third-party networks, carriers, software and suppliers outside our control, and on your own connection and equipment. Any service levels are set out in your Order or the relevant Service Schedule.

6.3Maintenance. We may carry out planned maintenance, normally outside Business Hours, and will give reasonable notice where it is likely to affect the Services. Emergency maintenance may be carried out without notice.

6.4Your data. Unless you have bought a backup service from us, you are responsible for keeping backups of your own data. Where you have bought a backup service, we will provide it as described in your Order.

6.5Changes to services. We may change or improve the way a Service is provided, provided the change does not materially reduce the Service you have paid for.

7Support

7.1Support is provided as set out in your Order or the relevant Service Schedule. Support outside Business Hours, or outside the scope of your Order, is charged at our Price List rates unless your Order includes it.

7.2Remote access. You agree that we may access your systems remotely, using secure remote access tools, to provide support. We will only do this for the purposes of the Services.

7.3Target response time. We aim to respond to a reported fault within 4 Business Hours, and work to resolve it as soon as reasonably possible after that, unless your Order sets a different target.

7.4Response and resolution times are targets, not guarantees, unless your Order expressly says they are guaranteed.

8Your responsibilities

You must:

8.1give us accurate and complete information, and keep it up to date;

8.2provide the access, information, cooperation and decisions we reasonably need, when we need them;

8.3keep all passwords, credentials and access details secure, and tell us immediately if you suspect they have been compromised;

8.4use the Goods and Services lawfully and in line with our Acceptable Use Policy;

8.5hold any licences, consents and permissions you need for the Goods and Services, including for any content you ask us to host or publish; and

8.6not, during the Contract and for 12 months after it ends, directly employ or engage any member of our staff who has worked on your account, without our written consent. If you do, you must pay us a fee equal to 25% of that person's annual salary with us.

9Data protection

9.1Each party will comply with Data Protection Law.

9.2Roles. Where we process personal data on your behalf in providing the Services (for example, data held on systems we host, back up or support, or call recordings and voicemails), you are the controller and HCL is your processor. For account, billing and contact information we need to run our business and meet legal obligations, HCL is a controller, and our Privacy Policy explains how we handle it.

9.3Processing terms. Where HCL acts as your processor, HCL will:

(a)process personal data only on your documented instructions, which are the Contract and any other written instructions you give us, unless required to do otherwise by law;
(b)make sure anyone who processes the data is under a duty of confidentiality;
(c)apply appropriate technical and organisational security measures;
(d)only use sub-processors under a written contract with equivalent obligations. You give general authorisation for the sub-processors we use to provide the Services, and we will tell you of any intended change, giving you the opportunity to object;
(e)assist you, taking into account the nature of the processing, in responding to requests from individuals exercising their rights and in meeting your security, breach notification and impact assessment obligations;
(f)tell you without undue delay after becoming aware of a personal data breach affecting your data;
(g)at the end of the Services, delete or return the personal data at your choice, unless we are required by law to keep it;
(h)make available the information reasonably needed to show compliance with this clause, and allow audits on reasonable notice, at your cost; and
(i)not transfer the personal data outside the UK unless appropriate safeguards are in place under Data Protection Law.

9.4Details of processing. The subject matter and duration of processing is the provision of the Services for the term of the Contract. The nature and purpose is hosting, storing, backing up, supporting and transmitting data as the Services require. The personal data and data subjects are whatever you and your users choose to process using the Services, typically your staff, customers and contacts.

9.5You are responsible for having a lawful basis for any personal data you ask us to process, and for giving any notices individuals need.

10Confidentiality

10.1Each party must keep the other's confidential information confidential and only use it to perform the Contract. This does not apply to information that is public (other than through a breach of this clause), was already known to the receiving party, or must be disclosed by law or a regulator.

10.2Either party may share confidential information with its employees, subcontractors and professional advisers who need to know it, provided they are bound by equivalent obligations.

11Intellectual property

11.1We (or our licensors) keep all intellectual property rights in our software, tools, know-how, documentation, templates and configurations that exist before, or are developed independently of, the Contract.

11.2Deliverables. Intellectual property rights in Deliverables created specifically for you (such as a website design) pass to you once we have received payment in full for them. Until then, you have a licence to use them for the purposes of the Contract. Any of our pre-existing materials included in a Deliverable are licensed to you, not transferred.

11.3You grant us a licence to use any materials you provide to us (such as logos, content and data) to the extent needed to perform the Contract. You confirm you have the right to grant that licence.

12Liability

12.1Nothing in the Contract limits or excludes liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be limited or excluded by law.

12.2Subject to clause 12.1, neither party is liable for any:

(a)loss of profits, revenue, business, contracts or anticipated savings;
(b)loss of goodwill or reputation;
(c)loss or corruption of data, except where we have agreed to provide a backup service and have failed to do so with reasonable skill and care; or
(d)indirect or consequential loss.

12.3Subject to clause 12.1, we are not liable for any loss caused by:

(a)failure of your internet connection, power supply, network or equipment not supplied or managed by us;
(b)failures of third-party networks, carriers, software or suppliers outside our control; or
(c)your failure to comply with the Contract, or misuse of the Goods or Services by you or your users.

12.4Subject to clause 12.1, our total liability under or in connection with each Contract will not exceed the greater of the total Charges paid by you under that Contract in the 12 months before the claim, or £5,000.

12.5These limits do not limit your obligation to pay the Charges.

12.6You will indemnify us against claims by third parties arising from your content, data, or unlawful use of the Goods or Services.

13Suspension

13.1We may suspend all or part of the Services, without liability, if:

(a)you fail to pay any undisputed sum within 14 days of it becoming due, after we have given you written notice;
(b)we reasonably suspect fraud, misuse or a security threat;
(c)you materially breach clause 8 or our Acceptable Use Policy;
(d)we are required to by law, a regulator, a court or a supplier; or
(e)it is needed for emergency maintenance.

13.2During suspension, Charges continue to apply unless the suspension was caused by us. We will restore the Services promptly once the reason for suspension has been resolved. A reconnection fee of £40 may apply for suspensions under clause 13.1(a).

14Term and ending the Contract

14.1Term. Each Contract lasts for the term set out in your Order or Service Schedule. A Contract for one-off Goods or project work ends once the Goods are delivered or the work is complete and paid for. Unless your Order or Service Schedule says otherwise, ongoing Services continue month to month and either party may end them by giving at least 30 days' written notice.

14.2Immediate termination. Either party may end a Contract immediately by written notice if the other:

(a)commits a material breach that cannot be remedied, or that is not remedied within 30 days of written notice; or
(b)becomes insolvent, enters administration or liquidation, makes an arrangement with creditors, or stops trading.

14.3We may also end a Contract on written notice if you fail to pay any undisputed sum within 30 days of written notice.

14.4What happens when a Contract ends:

(a)all outstanding Charges, and any early termination charges under your Order or a Service Schedule, become payable immediately;
(b)you must return any of our property, including Goods you do not yet own;
(c)we will make your data available for you to retrieve for 30 days, after which it will be deleted unless the law requires us to keep it. Help with migration or data export is charged at our Price List rates; and
(d)clauses that are intended to continue, including 3, 4, 9, 10, 11, 12 and 18, will continue in force.

15Force majeure

Neither party is liable for delay or failure to perform caused by events beyond its reasonable control, including failure of carrier or power networks, cyber attack not caused by that party's breach, fire, flood, pandemic, industrial action by third parties, supplier shortages, or government action. If such an event continues for more than 60 days, either party may end the affected Contract without further liability. Charges already due remain payable.

16Changes to these terms

16.1We may change these terms, including any Service Schedule, by giving you at least 30 days' written notice. Changes required by law or regulation may take effect on shorter notice where needed.

16.2If a change is materially to your detriment, you may end the affected Contract without paying early termination charges by giving notice within 30 days of our notice. The notice will explain how.

17Complaints

17.1Complaints can be raised by email to info@hostedcompanies.co.uk, by phone on 020 3886 3391, or in writing. We aim to acknowledge complaints within 2 Business Days and resolve them within 10 Business Days. Our Complaints Code is available on request.

17.2Additional complaints rights for HCL Voice customers are set out in the HCL Voice Service Schedule.

18General

18.1Assignment and subcontracting. You may not assign or transfer your rights or obligations without our written consent. We may assign or subcontract our rights and obligations, including to our carriers and suppliers, but remain responsible for subcontracted performance.

18.2Notices. Notices must be in writing and sent by email to the address in your Order (for you) or to info@hostedcompanies.co.uk (for us), or by post to the registered office. Email notices are treated as received on the next Business Day.

18.3Entire agreement. The documents in clause 2.3 form the entire agreement between us for each Contract and replace any earlier discussions, quotes or proposals.

18.4Variation. Any change to a Contract, other than under clause 16, must be agreed in writing by both parties.

18.5Severance. If any provision is found invalid or unenforceable, the rest remain in force.

18.6Waiver. A failure or delay in exercising a right is not a waiver of it.

18.7Third parties. No one other than HCL and you has any right to enforce a Contract under the Contracts (Rights of Third Parties) Act 1999.

18.8No partnership. Nothing in a Contract creates a partnership, joint venture or agency between the parties.

18.9Electronic signature. A Contract may be accepted and signed electronically.

18.10Governing law. Each Contract and any dispute arising from it are governed by the law of England and Wales, and the courts of England and Wales have exclusive jurisdiction.

Part 2: Service Schedules

Schedule 1: HCL Voice

This schedule applies to the HCL Voice cloud telephony service. It adds to the General Terms in Part 1. Where they conflict for HCL Voice, this schedule takes priority.

V1Definitions

In this schedule:

Service: the HCL Voice hosted telephony service, including the platform, numbers, call bundles, features and support described in your Order.
Equipment: handsets, headsets, power supplies, adapters and any other hardware we supply for HCL Voice.
Equipment Charge: the monthly charge for Equipment shown in your Order.
Charged Equipment: Equipment supplied to you for an Equipment Charge, rather than paid for in full upfront.
Bundle: the monthly allowance of UK call minutes shown in your Order.
Inclusive Calls: calls to UK geographic numbers (01, 02, 03) and standard UK mobile numbers (07, excluding 070 and 076).
Chargeable Calls: any calls that are not Inclusive Calls or that exceed the Bundle, including international, premium-rate (09), non-geographic (084, 087, 118 etc.), personal numbering (070), paging (076) and satellite calls.
Spend Cap: the monthly limit on Chargeable Calls set in your Order.
Minimum Term: the minimum period shown in your Order, starting on the Service Start Date.
Service Start Date: the date your first number is live on the Service or your Equipment is delivered, whichever is earlier.
Current Rates: the rates HCL charges for Chargeable Calls at the time each call is made. These follow the wholesale rates charged by our carriers and may change from time to time. We do not publish a full list of Current Rates. The rate for a specific call type to a specific country or destination is available on request, through the customer portal or by contacting us. A rate given is accurate when provided but does not fix the rate for later calls.

V2Term and renewal

V2.1The Contract for HCL Voice starts when it is formed and continues for the Minimum Term.

V2.2After the Minimum Term ends, it continues month to month until either party ends it by giving at least 30 days' written notice.

V2.3You may give notice to end the Contract during the Minimum Term, but the Early Termination Charges in clause V13 will apply.

V2.4Before your Minimum Term ends, we will aim to let you know, including how to give notice and our best available tariff at that time.

V3The Service

V3.1We will provide the Service using a hosted platform operated by us and connectivity from our upstream network carriers.

V3.2Bundle minutes. Inclusive Calls are deducted from your Bundle. The Bundle is shared across all users on your account, is measured per second, and resets on the first day of each billing month. Unused minutes do not carry over and are not refundable.

V3.3Out-of-bundle calls. Inclusive Calls made after your Bundle is used up are charged at 1.1p per minute for calls to UK landline numbers and 4.3p per minute for calls to UK mobile numbers, billed in arrears. These rates reflect our carriers' wholesale costs and may be updated from time to time as those costs change. The rate that applies is the one in force at the time each call is made.

V3.4Fair usage. Where any part of the Service is described as "unlimited", "unmetered" or similar, it is provided for normal business use by the users on your account and is subject to fair usage. What counts as fair usage is determined by HCL at its reasonable discretion, having regard to typical usage across our customers and the capacity of our platform and carriers. If we consider your usage exceeds fair usage, we may contact you to discuss it and may, at our discretion, move you to a more suitable package, charge the excess at our Current Rates, or restrict the relevant part of the Service. Use that is not normal business use, including automated or predictive dialling, call centre operations, reselling, or generating artificial traffic, is never fair usage.

V3.5Features. Voicemail, call menus, call recording, voicemail to email, missed call alerts and integrations are provided as described on our website or in your Order.

V3.6Internet connection. The Service runs over your internet connection, which is your responsibility unless we supply it under a separate Contract. Call quality depends on that connection, your local network, firewall and power. We are not responsible for faults caused by them.

V4International and premium-rate calls and the Spend Cap

V4.1Chargeable Calls are only available if enabled in your Order. They are charged at the Current Rates that apply at the time each call is made. Any rates we quote, or you see in a previous invoice, are indicative only and do not fix the rate for future calls.

V4.2Spend Cap. Your Spend Cap works differently depending on how you pay for it:

(a)Prepaid: if you pay your Spend Cap upfront by card, Chargeable Calls are deducted from that prepaid balance as they are made. Unused balance does not carry over and is not refunded.
(b)Direct Debit only: if you have not prepaid a Spend Cap, Chargeable Calls are billed monthly in arrears, up to your Spend Cap, which in this case may not exceed £100 per month.
(c)If you reach your Spend Cap and want to increase it, the increased amount must be paid upfront before the higher cap takes effect.

V4.3When the Spend Cap is reached, Chargeable Calls are blocked until the next billing month. Inclusive Calls and inbound calls are unaffected.

V4.4The Spend Cap is a spending control applied in close to real time. Calls in progress when the cap is reached, and call records reported late by carriers, may take usage slightly over the cap. You will be charged for any such overrun.

V4.5You can ask us to change your Spend Cap or disable Chargeable Calls at any time. Changes take effect within one Business Day, often sooner.

V4.6International and premium-rate rates are set by our carriers and destination networks and can change at short notice, so Current Rates may change without advance notice. The Spend Cap limits your exposure to any change. Before making a call, you can request the Current Rate for that call type and destination through the customer portal or by contacting us. Rates are provided per request and are not a standing price list.

V5Numbers

V5.1Telephone numbers are allocated by Ofcom to network operators. You have the right to use numbers assigned to you while you receive the Service, but you do not own them.

V5.2Porting in. When you ask us to port numbers from another provider, you confirm you are authorised to do so and will sign any Letter of Authority required. Do not cancel your existing service before the port completes, or the numbers may be lost. Port dates depend on the losing provider and we cannot guarantee them.

V5.3Porting out. You may port your numbers to another provider, free of charge. Porting out does not, by itself, end the Contract or remove any Early Termination Charges.

V5.4After termination. We will keep numbers available for porting for at least 30 days after the Contract ends. After that, numbers may be returned to the range holder and permanently lost.

V5.5We may need to change a number where required by Ofcom, a carrier, or law. We will give you as much notice as reasonably possible.

V5.6Caller ID. You must only present a caller ID (CLI) that is a valid number on your account or a number you are entitled to use. We may block calls presenting an invalid or unauthorised CLI.

V5.7Directory listings. Your numbers are not listed in the phone directory unless you ask us to arrange this.

V6Emergency calls (999 and 112)

V6.1The Service lets you call 999 and 112 free of charge.

V6.2Important limitations. Unlike a traditional landline, the Service will not work if your internet connection, router or power fails, unless you have backup power and connectivity. You should keep an alternative means of calling emergency services, such as a mobile phone.

V6.3Location. Emergency services receive the address registered to each number on our records. You must give us the correct address for each location where the Service is used, and tell us promptly if it changes. If a handset or softphone is used somewhere other than the registered address, emergency services may be sent to the wrong location.

V6.4The Service is not designed or supported for use with telecare alarms or medical monitoring devices, and must not be relied on for that purpose. You must tell us if any telecare, alarm or monitoring device is connected to a line at your premises, whether before the Service goes live or at any time afterwards.

V6.5During any suspension, access to 999 and 112 will be kept available where technically possible.

V7Equipment

V7.1Delivery. We will deliver Equipment to the address in your Order, pre-configured for the Service. Risk passes to you on delivery, and you must insure Charged Equipment for its replacement value until title passes to you.

V7.2Ownership of Charged Equipment. Charged Equipment is only available to limited companies, limited liability partnerships and other incorporated bodies. Sole traders and partnerships must pay for Equipment in full upfront. Title (ownership) of Charged Equipment remains with HCL until both:

(a)the Minimum Term has ended; and
(b)all sums due from you to HCL under this and any other Contract have been paid in full.

V7.3Title then passes to you automatically. Until then, clauses 4.5 and 4.6 of the General Terms apply to the Equipment, and you must also keep it at the premises in your Order (or as we agree), and not modify, re-flash or reconfigure it except through the settings we make available.

V7.4Equipment bought outright. Where Equipment has been paid for in full upfront and no Equipment Charge applies, it is Goods under the General Terms and title passes on payment. Clauses V7.2, V7.3, V7.5, V13.2(a) and V13.4 do not apply to that Equipment.

V7.5Return of Equipment. If the Contract ends before title passes, or we are entitled to recover it, you must return Charged Equipment within 14 days, in good condition (fair wear and tear excepted), with all accessories. Return postage is at your cost. Equipment not returned in time, or returned damaged, will be charged at its replacement cost.

V7.6Faults. If Equipment becomes faulty through no fault of yours during the Minimum Term, we will repair or replace it free of charge. After the Minimum Term, the manufacturer's warranty (if still in force) applies. Damage, loss, misuse, liquid damage or unauthorised modification are not covered and replacements will be charged.

V7.7Firmware. We may update firmware and configuration on Equipment remotely to maintain security and compatibility.

V8Charges and payment

V8.1Upfront payment. The first month's Equipment Charge, Bundle charge and Spend Cap (where applicable) are payable by card before the Service goes live.

V8.2Direct Debit. Ongoing charges are collected by Direct Debit. Recurring charges are billed monthly in advance. Out-of-bundle and Chargeable Calls are billed monthly in arrears.

V8.3Price changes. Recurring charges (Equipment Charge and Bundle) may increase by the amount stated in your Order. We will give you at least 30 days' written notice of any other increase to recurring charges. Out-of-bundle and Chargeable Call rates are not recurring charges and are not subject to this notice period (see clauses V3.3 and V4.6).

V9Fraud and security

V9.1Your liability. You are responsible for all charges for calls made using your account, credentials or Equipment, whether or not you authorised them, unless the fraud or misuse was caused by our breach of contract or negligence. This includes charges from toll fraud or hacking.

V9.2Our controls. We apply fraud monitoring and the Spend Cap to limit exposure. These are protective measures and not a guarantee that fraud will be prevented.

V9.3If we reasonably suspect fraud, unauthorised use or a security threat, we may immediately suspend Chargeable Calls or any part of the Service, block specific destinations, or reset credentials. We will tell you as soon as reasonably possible.

V9.4You must change default voicemail PINs, and must not expose Equipment or the Service to the public internet except as we advise.

V10Call recording

V10.1If you use call recording, you are responsible for telling callers and your staff that calls are recorded, for having a lawful basis for recording, and for deciding how long recordings are kept. Recordings are kept for 30 days unless you set a different period.

V10.2Call recordings and voicemails are processed by HCL as your processor under clause 9 of the General Terms.

V10.3We may be required by law to keep call records or disclose information to law enforcement, emergency services or regulators. We will comply with those legal obligations.

V10.4When the Contract ends, call recordings and voicemails will be deleted 30 days after the end date. Recordings and voicemails are emailed to you as part of the ordinary Service as they are created, so no separate export is needed before deletion.

V11Support and service levels

V11.1Reporting faults. Report faults by phone on 020 3886 3391, by email to voice@hostedcompanies.co.uk, or through the customer portal.

V11.2Target response time. Faults are handled under the response target in clause 7.3 of the General Terms.

V11.3Availability target. We target 99.5% platform availability, excluding planned maintenance and faults not caused by us. This is an operational goal, not a guaranteed service level, and no service credits are offered if it is not met.

V11.4Moves, adds and changes. Adding users, numbers, call menus and similar changes are included at no extra charge for as long as you remain our customer. This does not automatically transfer if the Service is taken over by a new company or account (for example, on a change of ownership), though we may agree to extend it at our discretion.

V12Acceptable use

You must not use the Service to:

V12.1make nuisance, abusive, threatening or malicious calls;

V12.2run automated or predictive dialling, robocalls, or unsolicited marketing that breaks PECR, TPS or Ofcom rules;

V12.3present a false or misleading caller ID;

V12.4artificially generate traffic, including calls designed to generate revenue from terminating numbers;

V12.5resell or provide the Service to third parties without our written agreement; or

V12.6interfere with our network or other customers' services.

V13Early Termination Charges

V13.1If the Contract ends during the Minimum Term, for any reason other than our material breach or a change that gives you a right to end without charge, you must pay Early Termination Charges.

V13.2Early Termination Charges are:

(a)the Equipment Charges for the rest of the Minimum Term; plus
(b)the Bundle charges for the rest of the Minimum Term, less 50% to reflect the costs we save by no longer providing the Service.

V13.3The parties agree these charges are a genuine pre-estimate of our loss, reflecting the cost of Equipment supplied and the committed network and platform costs we incur in providing the Service over the Minimum Term.

V13.4If all Early Termination Charges are paid in full, title to Charged Equipment passes to you under clause V7.2 and you need not return it.

V14Complaints and ADR

V14.1HCL Voice complaints are handled under our Complaints Handling Procedure, published at voice.hostedcompanies.co.uk/complaints.html. Complaints can be raised by email to voice@hostedcompanies.co.uk, by phone, by post or through the customer portal. Clause 17 of the General Terms also applies.

V14.2If you are a small business customer with 10 or fewer employees and your complaint is not resolved within 6 weeks, or we issue a deadlock letter, you may refer it free of charge to our independent Alternative Dispute Resolution scheme, Communications Ombudsman (commsombudsman.org).

Terms and conditions

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