Terms and Conditions

1 .INTRODUCTION AND DEFINITIONS

The customer (as defined in clause 1.1 below) understands that to receive the Equipment/Services (as defined in clause 1.1 below) and the Airtime Services (as defined in clause 1.1 below) is required to enter into two separate agreements. These are:

1. This agreement is with either or both PRS Mobile Limited; Company Number 15274755 &/or PRS Connect Limited; Company Number 13976056 which is the Supplier and referenced in this agreement as PRS. The agreement governs the supply of the Equipment and or Services fromthe Supplierto the Customer and
2. The Airtime Agreement (as defined in clause below) with the relevant network/service provider.

1.1  In this Agreement, the following words and expressions shall have the following meanings. “Airtime Agreement” means the agreement which governs the provision of Airtime Services from the relevant network/service provider. “Airtime Services” means cellular mobile telecommunications airtime and network capacity procured from a network/service provider. “Connection” means the connection of an end user to a network or service provider such that the end user can access and use the Airtime Services. “Customer” means the person ordering the Equipment/Services and/or the Airtime Services. “Downward Migration” means in respect of a connection, the transfer (at the request of the customer) from one tariff, provided by the network/service provider (“the old tariff”) to another tariff, provided by that same network/service provider (“the new tariff”) which results in the customer being charged a lower monthly line rental under the new tariff than it was under the old tariff, the phrase “Downward Migration” shall be construed accordingly. “Equipment” means mobile telecommunications handsets and other associated equipment. “Minimum Term” means the period that the customer has agreed to have any connections under any Airtime Agreement or through this Agreement; whichever is the longer. “Services” means any services ordered by the customer and provided by PRS. “Subsidy” means the sum payable by or an equipment fund created by  PRS to or for the customer as is determined by PRS  in its sole discretion, taking into consideration the number of connections which the customer is taking out and the applicable tariffs and the minimum term which the customer is prepared to enter in to.

2. APPLICABLE TERMS

Unless other terms and conditions are expressly accepted by PRS, by means of a specific written amendment signed by a director of PRS, the supply of equipment and or the provision of services will be on the terms and conditions set out in this agreement to the exclusion of any other terms and conditions, whether or not the same are endorsed upon, delivered with or referred to in any purchase order or other document delivered or sent by the customer to  PRS.

3. SUPPLY OF CUSTOMER EQUIPMENT

3.1 In consideration of the customer entering into the Airtime Agreement, PRS undertakes to supply to the customer such equipment/services as are ordered by the customer at that time.

3.2 PRS shall use its reasonable endeavours to deliver the equipment on the date agreed by the parties, but the customer acknowledges that time shall not be of the essence.

3.3 Notwithstanding delivery and acceptance of the equipment to the customer, title to the same will not pass to the customer but will be retained by PRS until either the expiry of the minimum term, or the date on which all invoices relating to the same (including VAT) have been paid in full to PRS.

3.4 The risk in the equipment will pass to the customer upon delivery and the customer will be liable for any loss or damage of the same equipment.

3.5 The customer undertakes to notify PRS as to any alleged defect, shortage, or discrepancy in any equipment within 48 Hours of delivery of the equipment to the customer. If the customer fails to notify PRS within this period, then the customer will be deemed to have accepted the equipment and PRS shall have no liability to the customer whatsoever in respect of such equipment.

3.6 Should the customer, for whatever reason, cancel their agreement during the first quarter of the contract they must return all handsets and accessories supplied to them by PRS in the same condition they arrived. If the items are not returned or are returned in a non-saleable condition, then a charge of the full cost of the item plus a £25 admin fee will be invoiced to the customer.

4. CHARGES AND PAYMENT

The customer hereby agrees to pay PRS for each item of equipment and any services ordered by and provided to the customer within seven days from the date of a PRS invoice.

4.1 Replacement Sim Cards are charged at £8.33 + Vat. Clients will be invoiced monthly for outstanding amount due which will be payable within 7 days.

4.2 All postage items will be charged £10.00 which will be collected monthly in line with clause 4.1 above.

5. PAYMENT AND RECLAMATION OF SUBSIDIES

Subject to the remaining provisions of this clause, PRS may, acting in its sole discretion, provide the Customer with a subsidy as a result of the customer entering into the Airtime Agreement with the network/service provider.

5.1 In the event that PRS does provide the customer with a subsidy, this may be provided to the customer at the sole discretion of PRS, using the methods set out below.

5.2 Deducting the subsidy from the value of the equipment or the services which the customer orders from PRS.

5.3 The payment of monies (representing the amount of the subsidy) to the customer shall be paid to the customer by monthly instalment after the expiry of 9 months from the connection date where the minimum term is 18 months. Or, 12 months from the connection date where the minimum term is 24 months. This will be paid by an amount equivalent to 6% of the total each month, with the remainder payable in month Twenty-Four, provided the customer has renewed their contract with PRS by the time of this payment. In any circumstance, if the contract is not renewed, then any amount of subsidy or kit fund remaining shall not be paid until such time as the contract is renewed with PRS for a minimum term of 24 months.

5.4 This shall not be used to directly pay any termination charges levied on the customer by the relevant network/service provider for terminating their previous airtime agreement. This should be paid in full by the customer then invoice sent to PRS and will be paid as per clause 5.3.

5.5 Any instalment payment of the subsidy is payable by PRS within 60 days from the date the customer presents it to PRS, provided that:

5.5.1 At all times the connection is still active on the relevant payment date the subsidy is due.

5.5.2 As the invoice is payable in instalments, after a prescribed period, the appropriate trigger date must have been passed.

5.5.3 The invoice has been raised in accordance with the provisions of this agreement.

5.5.4 In the event that the customer fails to invoice the subsidy within the timescales set out in this agreement, then the customer’s right to the subsidy shall cease.
5.6 The customer acknowledges that the payment of the subsidy is conditional upon the customer maintaining each connection for the minimum term, the customer not downward migrating any connection during the minimum term, and such other conditions as are notified to the customer from time to time by PRS.

5.7 PRS shall be entitled to reclaim, from the customer, the subsidy already paid to the customer (or with hold such amount from the customer) if any connection is for whatever reason disconnected prior to the minimum term; or any connection is for whatever reason upgraded/resigned without the relevant written permission from a Director of PRS, prior to the expiry of the minimum term; or any connection or care of a connection is transferred to another network/service provider/dealership/broker prior to the expiry of the minimum term; or any connection is for whatever reason Downward Migrated during the minimum term; or the relevant network/service provider (for whatever reason) reclaims or withholds in full or in part from PRS any revenue due to be paid or paid to PRS by the network/service provider in respect of that connection; or any revenues lost in terms of network revenue share per connection due to be paid over the term of contract.

5.8 Any such sum reclaimed or withheld from PRS by the Network/Service provider, shall be invoiced to the customer, and such sum shall be payable within 14 days of the date of the PRS invoice. 

6. CANCELLATION

In the event that a customer cancels prior to connection, disconnects a connection prior to the expiry of the minimum term, upgrades/resigns a connection for whatever reason without the relevant written permission from a director of PRS  prior to the minimum term, transfers a connection or care of a connection to another network or service or provider or dealership or broker prior to the expiry of the minimum term, or a connection is downward migrated during the minimum term, no matter howsoever occasioned then PRS shall be entitled to charge the customer an administration charge of £250.00 for each connection and retain the right to claw back, from the customer, any line rental subsidy and termination costs that have been paid and also the original cost of any hard ware supplied. All of which is in addition to any other claim due against Clause 5 and sub clauses.

7. WARRANTIES

The customer acknowledges that PRS is not the manufacturer of the equipment, and accordingly, that the warranty given by PRS is limited as follows. If any equipment is proved, to the reasonable satisfaction of PRS, to be defective in material or workmanship then:

7.1 If the equipment is returned to PRS within 14 days of their delivery then PRS will at its option, provided that the equipment is under the manufacturer’s warranty, arrange to (a) repair the equipment; (b) replace the equipment; (c) substitute equivalent goods; (d) credit the customer in respect of any such equipment for the avoidance of doubt. Where PRS replaces equipment or provides substitute goods, the original equipment will be returned by the customer to PRS and will from then on belong to PRS. These obligations on the part of PRS will not apply where: –

7.1.1 the equipment has been altered in any way whatsoever or has been subjected to misuse or unauthorised repair; or

6.1.2 the customer has failed to observe any maintenance requirements relating to the equipment; or

7.1.3 the equipment has been installed incorrectly or connected incorrectly or

7.1.4 the equipment has been expressly sold on a “no warranty” basis.

6.2 Save as provided in the agreement, PRS hereby excludes all conditions, warranties, and stipulations, express or implied, statutory, customary, or otherwise which, but for such exclusion, would or might subsist in favour of the customer.

8 LIMITATIONS OF LIABILITY

PRS, will have no liability and the Customer agrees for loss of service, product, airtime or other claim or for damage of any kind whatsoever (however such liability arises and whether in contract, or breach of statutory duty or otherwise) under or in connection with this agreement.

8.1 PRS will have no liability and the Customer agrees for any matter collateral to this agreement and/or in respect of any representation or misrepresentation irrespective of any sums paid by the customer to PRS in respect of the equipment or services with which such liability arises.

8.2 PRS will be under no liability under this agreement for any personal injury, death, loss, or damage of any kind whatsoever, whether consequential or otherwise including but not limited to loss of profits, pure economic loss, loss of business and depletion of goodwill.

9 GENERALS

9.1PRS will be entitled to assign, sub-contract or sub-let this Agreement or any part thereof. The customer shall not be permitted to assign or sub-let this agreement or any part thereof without the written permission of a Director of PRS.

9.2 Failure by PRS to enforce any of the provisions of this agreement will not be construed as a waiver of any of its rights hereunder.

PRS shall be entitled to amend any of the terms of this agreement upon giving 7 days written notice to the customer which is acceptable if such amendments appear only on the PRS website or other media material.

9.3 In relation to all obligations of the customer under this agreement, the time of performance is of the essence.

9.4 The legal construction of these clauses shall not be affected by their headings which are for convenience or reference only.

9.5 Any demand, notice or communication shall be deemed to be served.

8.5.1 if delivered by hand, when left at the proper address for service.

9.5.2 if given by prepaid first class post. 48 hours after being posted (excluding Saturdays, Sundays, and bank holidays)

9.5.3 if given or made by email or fax at the time of transmission, subject to the receipt of a transmission report.

9.5.4 All of the above may be sent inside or outside of the times of a working day, those times are 9am to 5pm.

9.6 No variation to this agreement may be made unless set out in writing and signed by a director of PRS.

9.7 These terms and conditions shall be governed by and construed in accordance with the laws of England and Wales. Any dispute arising under these terms and conditions shall be subject to the exclusive jurisdiction of the courts of England and Wales.
9.8 This agreement also commits the customer to any other terms and conditions issued by PRS in respect of any other products and services supplied by or through PRS as and when that so happens.
9.9 Adoption of any proposal or Airtime Agreement with any Network or other supplier with/from/via/through/brokered by PRS that PRS accepts is automatically deemed as acceptance of these terms and conditions by the Customer.

These terms and conditions are issued and applicable to any contracts issued for PRS Business Holdings Limited and its Subsidiaries, including but not limited to PRS Connect Limited, PRS Mobile Limited, Connectus Mobile Limited & PRS Telecom Limited.

Information on Spend Caps and Spend Managers;

As stated above, spend caps will be set at £100 per number unless explicitly stated by you ‘the customer” Please note that if you choose to set your spend cap to zero (£0) and you travel abroad, you may not be able to use your service. It is therefore not recommended to set this limit. Please note that when a spend cap is reached you may not be able to use your services. In this instance you should contact PRS to raise the limit of the spend cap. The networks systems can take 24 to 48 hours for the new limit to take effect. These are network systems and are not under the control of PRS, therefore we cannot be held responsible for any loss of service during this time.

What is not covered by Spend Manager

• Extras, including Roaming bolt-ons/bundles – you do not need to increase your limit to buy a bolt-on/bundle
• The service charge for premium rate or non-inclusive network operated calls
• Anything you charge to the bill i.e. in app purchases, picture messaging, donations to charity or subscriptions to TV or Media streaming services
• Charity donations (such as JustTextGiving)
• Price plan changes based on RPI Increases
• Service, Management or other Support Service ordered,
• Devices contained within the plan that incur costs such as insurance, chargeable apps or other items
• Recurring premium text messages
• Any & All other items that are not contained within the network’s tariff for that connection but are billed by the network or PRS.