Terms - We Handle Calls Limited

TERMS

Terms and Conditions

Application and entire agreement

These Terms and Conditions apply to the provision of the services detailed in our quotation (Services) by We Handle Calls Limited a company registered in England and Wales under a number 12249518 whose registered office is at Unit 6 Balfour Court, Leyland, Preston, Lancashire, England, PR25 2TF (we or us or Service Provider) to the person buying the services (you or Customer)

You are deemed to have accepted these Terms and Conditions when you accept our quotation or from the date of any performance of the Services (whichever happens earlier) and these Terms and Conditions and our quotation (the Contract) are the entire agreement between us.

You acknowledge that you have not relied on any statement, promise or representation made or given by on our behalf. These Conditions apply to the Contract to the exclusion of any other terms that you try to impose or incorporate, or which are implied by trade, custom, practice or course of dealing.

Interpretation

A “business day” means any day other than a Saturday, Sunday or bank holiday in England and Wales.

The headings in these Terms and Conditions are for convenience only and do not affect their interpretation.

Words imparting the singular number shall include plural and vice-versa.

Services

We warrant that we will use reasonable care and skill in our performance of the Services which will comply with the quotation, including any specification in all material respects. We can make any changes to the Services which are necessary to comply with any applicable law or safety requirement and will notify you if this is necessary.

We will use our reasonable endeavours to complete the performance of the Services unless we specify otherwise.

All these Terms and Conditions apply to the supply of any goods as well as Services unless we specify otherwise

Let it be clear that any results or return on investment discussed are not guaranteed. We Handle Calls will always endeavour to get the best possible return on investment for every client but the payments cover the time and costs spent by We Handle Calls and its staff and are in no way linked to the output or return on investment achieved.

Your Obligations

You must obtain any permissions, consents, licenses or otherwise that we need and must give us with access to any and all relevant information. Materials, properties and any other matters which we need to provide the Services.

If you do not comply with any clause within these terms and conditions we can terminate the Services.

We are not liable for any delay or failure to provide the Services if this is caused by your failure to comply with the provisions of this section (Your obligations).

If at any point the works agreed are delayed because of the actions of the customer, the full amount will still be payable on the dates/frequency set out on the agreement. Eg delay sending data/asking to wait/noncompletion of agreement or direct debit. This may result in sessions being invoiced but not delivered.

Fees

The fees (Fees) for the Services are set out in the quotation and are on a time and materials basis.

In addition to the Fees, we can recover from you a) reasonable incidental expenses including, but not limited to, travelling expenses, hotel costs, subsistence and any associated expenses, b) the cost of services provided by third parties and required by us for the performance of the Services, and c) the cost of any materials required for the provision of the Services.

You must pay us for any additional services provided by us that are not specified in the quotation in accordance with our then current, applicable daily rate in effect at the time of performance or such other rate as may be agreed between us. The provisions of clause 14 also apply to these additional services.

The Fees are exclusive of any applicable VAT and other taxes or levies which are imposed or charged by any competent authority.

Cancellation and amendment

We can withdraw, cancel or amend a quotation if it has not been accepted by you, or if the Services have not started, within a period of 30 days from the date of the quotation, (unless the quotation has been withdrawn).

Where a minimum term exists, if you wish to cancel prior to the end of this term, this should be done in writing and the full balance up to the end of the term will be due immediately.

Either we or you can cancel an order for any reason prior to your acceptance (or rejection) of the quotation.

If you want to amend any details of the Services, you must tell us in writing as soon as possible. We will use reasonable endeavours to make any required changes and additional costs will be included in the Fees and invoiced to you.

If, due to circumstances beyond our control, including those set out in the clause below (Circumstances beyond a party’s control), we must make any change in the Services or how they are provided, we will notify you immediately. We will use reasonable endeavours to keep any such changes to a minimum.

Should you wish to cancel at any time,for any reason you must do so in writing to the company’s main postal address or by email to hello@wehandlecalls.co.uk and give a minimum notice of 30 days.

Payment

All fees be invoiced in arrears on the 1st of each month and will be collected by direct debit around 3 - 5 working days later,where bank holidays and weekends allow.

All invoices are due within 7 days of the date of our invoice or otherwise in accordance with any credit agreement terms agreed between us.

Time for payment shall be of the essence of the Contract.

Without limiting any other right or remedy we have for statutory interest, if you do not pay within the period set out above, we will charge you interest at the rate of 8.75% per annum above the base lending rate of the Bank of England from time to time on the amount outstanding until payment is received in full. We also reserve the right to add an additional charge to any late payments which will cover debt recovery costs incurred by We Handle calls limited.

All payments due under these Terms and Conditions must be made in full without any deduction or withholding except as required by law and neither of us can assert any credit, set-off or counterclaim against the other in order to justify withholding payment of any such amount in whole or part.

If you do not pay within the period set out above, we can suspend any future provision of the Services and cancel any future services which have been ordered by, or otherwise arranged with, you. When the minimum term has not been completed payment for these services will be due in full.

Receipts for payment will be issued by us only at your request.

All payments must be made in British Pounds unless otherwise agreed in writing between us.

In the event that a direct debit is returned to us, a fee of £20 + vat will be added to your account and invoiced.

Sub-Contracting and assignment

We can at any time assign, transfer, charge, subcontract or deal in any manner with all or any of our rights under these Terms and Conditions and can subcontract or delegate in any manner any or all of our obligations to any third party.

You must not, without our prior written consent, assign, transfer, charge, subcontract or deal in any other manner with all or any of your rights or obligations under these Terms and conditions.

Termination

We can terminate the provision of the Services immediately if you:

Commit a material breach of your obligations under these terms and Conditions; or

Fail to make pay any amount due under the Contract on the due date for payment; or

Are or become or, in our reasonable opinion, are about to become, the subject of a bankruptcy order or take advantage of any other statutory provision for the relief of insolvent debtor; or

Enter into a voluntary arrangement under Part 1 of the Insolvency Act 1986, or any other scheme or arrangement is made with its creditors; or

Convene any meeting of your creditors, enter into voluntary or compulsory liquidation, have a receiver, manager, administrator or administrative receiver appointed in respect of your assets or undertakings or any part of them, any documents are filed with the court for the appointment of an administrator is given by you or any of your directors or by a qualifying floating charge holder (as defined in para. 14 of Schedule B1 of the Insolvency Act 1986), a resolution is passed, or petition presented to any court for your winding up or for the granting of an administration order in respect of you, or any proceedings are commenced relating to your insolvency or possible insolvency.

Basic call handling

Where a customer signs up for basic call handling all payments must be made by direct debit. Invoices will be created in arrears on the first day of each month and payment 3 - 5 days later.

It is understood by all parties that live call handling will take place on weekdays from 9am -6pm only, excluding bank holidays.. Outside of this time there will be a voicemail system from which messages will be routed at the earliest possible time during working hours.

The customer can cancel the service at any time with 30 days’ notice. Notice can be given in writing to the company’s main trading address or via email to hello@wehandlecalls.co.uk.

Cancelation of a direct debit by a customer prior to all monies being received by us in-line with the agreed fees and required notice will constitute a breach of contract. Should this occur we reserve the right to invoice all fees due in line with agreed fees and cancelation policy and the services will not be completed. There will also be an additional fee of £100 to cover our additional administration costs.

Liability property

We reserve all copyright and any other intellectual property rights which may subsist in any goods supplied in connection with the provision of the Services. We reserve the right to take any appropriate action to restrain or prevent the infringement of such intellectual property rights.

Liability and indemnity

Our liability under these Terms and Conditions, and in breach of statutory duty, and in tort or misrepresentation or otherwise, shall be limited as set out in this section.

The total amount of our liability is limited to the total amount of Fees payable by you under the contract.

We are not liable (whether caused by our employees, agents or otherwise) in connection with our provision of the Services or the performance of any of our other obligations under these Terms and Conditions or the quotation for:

any indirect, special or consequential loss, damage, costs, or expenses or;

any loss of profits; loss of business; loss of anticipated profits; loss of business; loss of data; loss of reputation or goodwill; business interruption; or, other third-party claims; or

any failure to perform any of our obligations if such delay or failure is due to any cause beyond our reasonable control; or

any losses caused directly or indirectly by any failure or your breach in relation to your obligations; or

any losses arising directly or indirectly from the Services and how they will meet your requirements or your use of the Services or any goods supplied in connection with the Services.

You must indemnify us against all damages, costs, claims and expenses suffered by us arising from any loss or damage to any equipment (including that belonging to third parties) caused by you or your agents or employees.

Nothing in these Terms and Conditions shall limit or exclude our liability for death or personal injury caused by our negligence, or for any fraudulent misrepresentation, or for any other matters for which it would be unlawful to exclude or limit liability.

Data protection

When supplying the Services to the Customer, the Service Provider may gain access to and/or acquire the ability to transfer, store or process personal data of employees of the Customer.

The parties agree that where such processing of personal data takes place, the Customer shall be the ‘data controller’ and the Service Provider shall be the ‘data processor’ as defined in the General Data Protection Regulation (GDPR) as may be amended, extended and/or re-enacted from time to time.

For the avoidance of doubt, ‘Personal Data’, ‘Processing’, ‘Data Controller’, ‘Data Controller’, ‘Data Processor’ and ‘Data Subject’ shall have the same meaning as in the GDPR.

The Service Provider shall only Process Personal Data to the extent reasonably required to enable it to supply the Services as mentioned in these Terms and Conditions or as requested by and agreed with the Customer, shall not retain any Personal Data longer than necessary for the Processing and refrain from processing any Personal Data for its own or for any third party’s purposes.

The Service Provider shall not disclose Personal Data to any third parties other than employees, directors, agents, sub-contractors or advisors on a strict ‘need-to-know’ basis and only under the same (or more extensive) conditions as set out in these Terms and Conditions or to the extent required by applicable legislation and/or regulations.

The Service Provider shall implement and maintain technical and organisational security measures as are required to protect Personal Data Processed by the Service Provider on behalf of the Customer.

Further information about the Service Provider’s approach to data protection are specified in its Data Protection Policy, which can be found on our website, For any enquiries or complaints regarding data privacy, you can contact our Data Protection Officer at the following email address: hello@wehandlecalls.co.uk .

Circumstances beyond a party’s control

Neither of us is liable for any failure or delay in performing our obligations where such failure or delay results from any cause that is beyond the reasonable control of a party. Such causes include, but are not limited to: industrial action, civil unrest, fire, flood, storms, earthquakes, acts of terrorism, acts of war, governmental action or any other event that is beyond the control of the party in question. If the delay continues for a period of 90 day, either of us may terminate or cancel the services to be carried out under these Terms and Conditions.

Call Handling Services

All customers are responsible for the continuation of emails being delivered to their nominated inbox from We Handle Calls. Every effort is taken to ensure emails are delivered. Once an email leaves the We Handle Calls email servers the responsibility for deliverability falls with the customer. No deductions nor discounts will be made should the customer not receive messages sent from We Handle Calls.

It is the responsibility of the customer to ensure the calls are forwarded to We Handle Calls in a way that it is answerable by the team at We Handle Calls. Although We Handle Calls endeavour to answer every call within 4 seconds, No responsibility lies with We Handle Calls for calls where the caller ends an unanswered call without waiting 10 seconds, starting when the call arrives at the We Handle Calls system. . Any unanswered calls will not be charged to the customer.

While every endeavour will be made to gather all the information requested by the customer, there may be occasions where this is not possible. Reasons include, but are not limited to, The caller having a bad telephone signal, the caller speaking with a strong accent, the caller having a limited ability to speak English. There may also be occasions where the call handler deems it unprofessional to ask all the questions requested by the customer. for instance, where the caller knows the customer well and it would seem strange for them to ask all of the questions requested.

Not every call answered will result in an email being sent. This will happen for but not limited to the following reasons. When the caller asked us not to as they have another method of contacting the customer, If its sales call (sales calls will often refuse to give details because they are not through to a decision maker), If for any reason the caller doesn't identify themselves. There will also be occasions where we pick up the phone and the caller has a bad mobile signal, making obtaining information impossible or the call to end before any conversation has taken place.

Any call that is answered by We Handle Calls will be chargeable, regardless of the reason for or the outcome of the call.

Communications

All notices under these Terms and Conditions must be in writing and signed by, or on behalf of, the party giving notice (or a duly authorised officer of that party).

Notices shall be deemed to have duly given:

when delivered, if delivered by courier or other messenger (including registered mail) during the normal business hours of the recipient;

when sent, if transmitted by fax or email and a successful transmission report or return receipt is generated;

on the fifth business day following mailing, if mailed by national ordinary mail; or

on the tenth business day following mailing, if mailed by airmail.

All notices under these Terms and Conditions must be addressed to the most recent address, email address or fax number notified to the other party.

No waiver

No delay, act or omission by a party in exercising any right or remedy will be deemed a waiver of that, or any other, right or remedy nor stop further exercise of any other right, or remedy.

Severance

If one or more of these Terms and Conditions is found to be unlawful, invalid or otherwise unenforceable, that / those provisions will be deemed severed from the remainder of these Terms and Conditions (which will remain valid and enforceable).

Law and jurisdiction

This agreement shall be governed by and interpreted according to the law of England and Wales and all disputes arising under the Agreement (including non-contractual disputes or claims) shall be subject to the exclusive jurisdiction of the English and Welsh courts.