TERMS AND CONDITIONS OF SERVICE
By paying for your service (package) the Client and JPG agrees he /she has fully read & fully understands the Terms and Conditions of this
contract and agrees to be bound by them. This agreement runs for a term of 36 months from the date that invoice was paid and is
renewable after said term has elapsed. This agreement is between:
(1) JP GROUP (TELECOMMUNICATIONS) FROM HEREINAFTER REFERRED TO AS JPG)
(2) You, hereinafter referred to as the Client, whose normal place of business is recorded in the Order received via the JPG
whose domain is www co.uk.
A. JPG is a provider of non geographic telephone numbers, mobile marketing services and premium rate services.
B. The Client wishes to utilise services supplied by premium rate numbers
IT IS AGREED THAT
(3) 1. INTERPRETATION AND DEFINITIONS
The following provisions shall have effect for the Interpretation of this Agreement;
1.1 Words denoting the singular number only shall include the plural and vice versa, words importing persons include bodies
corporate and non-corporate.
1.2 The clause headings do not form part of this deed, are for convenience only, and shall not be taken into account in its
construction or interpretation.
1.3 The ‘Act’ - the Communications Act 2003.
1.4 ‘Code’ – Any Code of Practice (or like policy) issued by Phone Pay Plus, OFCOM or any organisation that shall replace them
and any other regulatory body approved by Ofcom relevant to Services, that may be issued from time to time.
1.5 Mobile Code of Practice – Any code of practice issued jointly or singularly by any of the Mobile Network Operators
relevant to Services, that may be issued from time to time.
1.6 ‘Email’ – Electronic Mail.
1.7 ‘End User’ – users of the services provided by the Client.
1.8 ‘Fraud Traffic’ - any traffic which British Telecommunications (“BT”) plc or any telecommunication carrier that transmits
traffic to service provider or BT plc is unable to bill or collect, or where
1.8.1 There is a reasonable expectation that the End User is not likely to pay their telephone bill because the calls are disputed
as not originating from the telephone line for which the respective end user is responsible.
1.8.2 Calls are being made to inflate payments due from JPG, (known as Artificially Inflated Traffic, or AIT).
1.8.3 The income received by JPG is less than the rate given to the Client, (this would not apply should this be caused by a
1.8.4 There is repeated calling from the same number, by repeated the parties mean continual or sporadic, or habitual, where
it is proven there is a repeated pattern of an origination number dialling a premium rate number.
1.8.5 Any traffic which is electronically generated by a computer or some other electronic software, or continually dialled from
a human operated call centre.
1.9 ‘Intellectual Property Rights’ – copyright, database rights, patents, registered and unregistered design rights, registered
and unregistered trademarks, and all other industrial or intellectual property rights or trade secrets existing at any time in any
jurisdiction and all rights that shall apply to them.
1.10 ‘Inbound Channels’ – Lines used to receive inbound calls to the service providers’ network.
1.11 ‘Internet’ – Global telecommunications network.
1.12 ‘Ofcom’ – The Office of Communications, the statutory regulator, which is appointed by the Department of Trade and
Industry, or its successor for material purposes.
1.13 ‘Phone Pay Plus’ The agency appointed by Ofcom to enforce its Code of Practice relating to Premium Rate Services.
1.14 ‘Port’ – the transfer of a Service Number to a third party under the Telecommunications (Interconnection) Regulations
1997 (whereby, for explanatory purposes only, that other party provides services to the Client in place of Buy Premium Rate
Numbers) and the words “Ports” and “Ported” shall be construed accordingly.
1.15 ‘Rates’ – the rates varied from time to time, which are the rates per minute or per call payable by either party, and these
rates are exclusive of value added tax.
1.16 ‘Report’ - is the monthly statement, produced by service provider and showing call minutes produced on Service
Numbers allocated to the Client.
1.17 ‘Services’ – are the telecommunication services supplied by service providers hereunder.
1.18 ‘Service Numbers’ - numbers allocated to the Client from time to time, over which the Client shall not acquire any right,
title or interest and ‘Service Numbers’ shall be construed accordingly.
1.19 ‘Site’ – location where services are provided.
1.20 'Invoicing Period' - calendar month
(4) 2. FORMATION OF CONTRACT
2.1 Any error, omission or typographical error in any quotation, offer, sales information, invoice, or document supplied by JPG
shall be subject to correction on notice from JPG and without liability.
2.2 The Client shall have the right by giving notice in writing JPG to terminate this Agreement, within 14 days of receiving such
notice. This Agreement would then be terminated within 30 days of such notification.
(5) 3. RESPONSIBILITIES AND OBLIGATIONSPartnership Terms: ELIGIBILITY! To be able to apply for the partnership package, you must not be already
affiliated with JP Telecommunications in any way! This includes existing clients or members of staff. If you are
an existing client or employee and the Sport Newspapers refuse or withdraw advertising? This agreement is
immediately cancelled and non and void. Before we can accept and offer you a partnership package, registration
with phonepayplus must be completed. If the regulator refuses to register you? We cannot take your order any
further. A monthly fee of £99 is payable (in arrears) your combined monthly profit from all your premium rate
lines must be above £8k before you pay the monthly fee. If in any month your combined profit falls below £8k?
You do not pay the monthly fee (the monthly fee is not deducted at source, we invoice you at the end of each
month.) At ANYTIME after week two, if the call revenue generated falls below £8000 (eight thousand pounds)
This the figure the client makes after deduction (i.e.: ad vertising, percentage of revenue deducted) This lifetime
guarantee kicks in after week two. Any time after 14 days you can cancel and receive a full refund of your
registration with numbers / themes provider you paid. (This will be returned within 24 hours of receiving your
written request by email) Though any revenue that has not been paid out will be forfeited (all revenue you have
received up to that date, you keep). Each day all traffic logged (and revenue) on your online 24/7/365 stat and
report platform over 28 (twenty-eight) calls of 10 minutes or longer will be is payable to us (by you). All revenue
up to and including the first 28 (twenty -eight) calls of 10 minutes or longer call registered on your online
24/7/365 stat and report platform you keep. (Note: All monthly revenue will be paid directly to you by the
service provider by BACs, we will invoice you monthly in arrears for the revenue due to us ) JPG agree that if in
any 4 (four) week period the partners premium rate telephone lines are not generating a minimum of 768 calls
of 10 (ten) minutes or longer. We will make up the shortfall in traffic (revenue) by agreeing to make up the
monetary difference shortfall by BACs (or PayPal) into you designated account within 24 hours of each period
end. This guarantee is written into our legal terms and conditions agreement between ourselves and our
partner. The partner fee (£999.99 or £1149.99) will be returned in full after thee partner has successfully
forwarded our (JPG) of the call revenue for the first three months.
Self-owning and operating
3.1.1 JPG shall provide the Client with network service and Service Numbers,but notwithstanding this JPG is not obliged to supply Service
Numbers requested by the Client. It may also change numbers supplied to the Client if this is reasonably required for regulatory, statutory
or court order, and in such instance shall notify the Client as soon as is reasonably practical. Notwithstanding the above provisions of this
clause, JPG shall in the event of the termination of this Agreement, not re-allocate for a period of 6 months to another Client, any numbers
which have been allocated to the Client under this Agreement, for a period of six months prior to the termination date. This clause
includes JPG agreeing not to allocate such numbers internally for its own services. For the complete managed service for the first four
weeks stats are sent daily. After four weeks with the complete managed packages stats are emails weekly. Owner operators have access
to live online stats 3.1.1b: Once a payment for your service / package has been received, this section cannot be evoked. After the seven
day trial period. If the client agrees to continue, pays or attempts to pay for their service the client agree to the terms and conditions. The
client once agreeing to purchase the package has twenty-four (24) hours to make the required payment for their service. JPG agree to
allow the client in such instance that non receipt of payment for the service is not the client’s fault we will allow a further 24 hours for
payment to be received. Payment methods accepted by JPG are Bankers transfer, debit or credit payment through the PayPal invoicing
system. PayPal e-cheques. If payment is made and we are informed at a later date that the payment was declined we will issue credit
terms to the clients for twenty-four hours. The client must bring their credit account up to date within the twenty-four hours. Failure to do
so will result in any discount given to the client’s package price will be withdrawn / suspended, the full cost of the package will be due
within the next twenty-four hour period (as priced on the web site,) the clients also agree to pay for the advertising placed in full up to the
date that the full to the date of the breach (advert costs as set out on the web site for the chosen advert package). The client’s revenue
will drop down to the standard 75% payout. All revenue due to the client up to the date that the client is in breach of payment terms will
be used towards the cost of the package and the advertising. Any shortfalls the client agrees to pay to JPG within 48 hours. Upon full
payment of outstanding balances / invoices the client’s service will resume. Failure to make payment will result in action to recover
payments due and costs occurred in recovering. This will be reported to credit reference and may affect your credit rating..
3.1.2 JPG hall maintain equipment reasonably suitable for handling and emanating calls.
3.1.3 JPG shall notify the Client as soon as reasonably practical, of any changes in rates payable, or modification to the service offered.
3.1.4 JPG shall provide the Client with reasonable technical and sales support, which JPG in its sole discretion shall consider necessary and
3.1.5 JPG may from time to time make changes to equipment used to handle calls and provide the service. Such changes are at the sole
discretion of JPG, and may be made without prior consent from the Client.
3.1.6 On confirming this Agreement via the website, JPG will use its reasonable endeavours to make Service Numbers ready for service,
and notify the Client of the Service Numbers by email, prior to the date on which service will commence.
3.1.7 All of the aforementioned provisions and obligations on JPG shall be construed with the following in mind, namely (1) The fact that
JPG cannot provide, and does not undertake to provide, a fault free service and (2) Under the terms of this agreement JPG is required only to act at all material times with the care, skill and diligence of a competent supplier of Telecommunication services of the type supplied
under this agreement.
3.1.8 The Client shall advise their respective Account Manager via Email in advance, and on every occasion content, services, numbers or
termination details are amended remotely via any platform. This will allow JPG the opportunity to ensure compliance with the Code.
Failure to adhere to this clause may result in suspension or termination of any service without any warning.
3.1.9 JPG will register the new PRS Client with PhonepayPlus should the client wish JPG to do so. The registration is limited to the basic
registration. The Client accepts liability and responsibility for all future communication with PhonepayPlus, including and not limited to
ensuring that the Client is responsible for the correct registration type. 3.2 Client: If you purchase / take on further complete managed
packages the fee due for the package will be deducted from any revenue you have generated (and not been paid out) from any other
services / packages you run /own. If there is still a shortfall? This shortfall will be taken from further generated revenue until covered.
3.2.1 The Client shall ensure that they have all necessary approvals, permissions or authorisations for the services operated through JPG
including those offered to its End Users. The Client shall be responsible for the content, quality and delivery of services offered, and for
ensuring that these services fully comply with the Code, Mobile Code of Practice, Act, General Condition 17, JPG’ Numbering Plan and this
Agreement. JPG may recover from the Client all fines, claims or administrative expenses resulting charged by Phone Pay Plus (or any other
regulatory body approved by Ofcom, resulting from a breach of the Code by Client or client of Client. Should any such fines be overturned,
JPG will immediately reimburse the Client upon receipt of such funds. 3.2.2 The Client shall provide JPG on request with information or
material regarding the service operated through JPG, including those offered to its End Users or agents upon and to the extent of any
request made by JPG. 3.2.3 The Client shall ensure that Services are not used for any unlawful purpose whatsoever including the
transmission or offering of any information or services which are unlawful, abusive, harmful, threatening, defamatory, or which in any way
infringe copyright, intellectual property rights, trademarks, or which is illegal pornography, or any other material that may cause offence in
any way. In addition, the Client shall ensure that services are not used in contravention of General Condition 17, the National Telephone
Numbering Plan, Premium Rate Numbers’ Numbering Plan or (where applicable) contrary to the acceptable use of Personal Numbers as
issued by Ofcom (revised January 2004) and as per General Condition 17. 3.2.4 The Client specifically agrees to fully indemnify JPG against
all costs and liabilities arising out of all claims which result from, or involve an allegation of, any breach of any clause and or condition of
this contract. The client will repay any monies paid out as an out payment on demand from JPG Numbers or any other organisation that is
acting on its behalf in a legal and proper manner. 3.2.5 The Client shall co-operate fully with JPG in relation to any complaints, enquiries or
investigations regarding the Services offered by the Client. The Client shall bear all costs associated with such complaints, investigations, or
enquiries or any action whether or not bought by or against JPG. 3.2.6 The Client shall ensure that any third party using its facilities shall
be bound by the terms of this Agreement.3.2.7 The Client is responsible for ensuring that no third party intellectual property right is
infringed by its choice of telephone number for a particular service and indemnifies JPG against all costs and liabilities arising out of a
breach or allegation of a breach of any such third party’s intellectual property rights. The client must place at least one advert and week
(invoices and copy of adverts will be required)3.3 Payments. 3.3.1 The client shall pay for the service where applicable using PayPal. Where
a client wishes an invoice to be raised an administration fee of £15 exclusive of VAT will be raised. No service will be implemented prior to
full payment being received by JPG, 3.3.2 Where JPG Numbers has processed the order received and has been unable to provide the
service due to failure of the client to provide necessary information there will be nor refund to the client. Where the client has not
satisfied JPG Numbers and or its carriers regarding due diligence as required by PhonePay Plus and or OFCOM in respect of premium rate
services there will be no refund to the client. 3.3.3 The Client shall where the client is eligible to receive an out payment, raise an Invoice
to JPG Numbers not less than 45 days after the preceding month 27th using the call statistics provided from the Clients. If you have a free
trial the agreement will not come into effect until 14 days after the payment date. If the 27th falls after this period the payments will be
calculated from the next 27th date. JPG reserves the right to reclaim any Service / product that produces less than 500 /calls/messages per
month for three consecutive months. Such services shall be reclaimed with JPG giving the Customer 14 days notice. line Management
Tool, where applicable, enclosing copies of call statistics. Invoices may be submitted on a monthly basis or accrued. Partner guaranteed
income only payable when client pays for their service theme providers fee 3.3.4 JPG will pay the Client directly into a UK Bank Account via
BACS not less than £100.00 excluding VAT where applicable. Out payments may be accrued on a monthly basis where appropriate until a
minimum of £100.00 has been reached. Partner fee refund will only be deducted for the monthly invoice as a credit JPG will be issuing to
the partner four weeks in arrears for revenue due. The refund will not be paid in any other way. Out payments of less than £20.00 in any
invoicing period will be excluded, any account that has no calls received within 2 consecutive invoicing periods will be considered dormant
with the loss of all outstanding eligible accruing out payments.
4.1 This Agreement is governed by the laws of the United Kingdom, and you consent to give the exclusive jurisdiction and venue of the
LONDON County Courts in all disputes arising out of or relating to any service or product.