Vodafone Machine-to-Machine (M2M)
Terms & Condtions
These Terms and Conditions together with the Services Agreement, govern your access and use of this website ("Site") and the Services (as defined below at Clause 1.1). You should familiarise yourself with these Terms and Conditions and with the relevant provisions of the Services Agreement and if you do not agree with them you should not proceed any further on the Site or with registration. By continuing to use the Site and/or any of the Services, you agree to be bound by these Terms and Conditions. If there is any conflict between these Terms and Conditions and the Services Agreement, the provisions of the Services Agreement shall take precedence.
Use of Services
- The services that we are providing to you via the Site consist of the Content and the Functionalities available on the Site or otherwise provided to you as a result of your use of the Site ("the Services").
- You acknowledge and agree that you are only permitted to use the Site and the Services as expressly set out in these Terms and Conditions and the Services Agreement (see Clause 1.7 below).
- You agree that the Site and the Services are for the Customer's internal business use only and that any other use is prohibited.
- You may not:
- licence, or sell, any of the Site or Services or any information learned by you whilst using the Services or accessing the Site
- remove, or obscure in any way anything on the Site and/or the Services or otherwise use any material obtained whilst using the Site and/or the Services except as set out in these Terms and Conditions;
- reverse engineer or decompile (whether in whole or in part) any software used in the Site and/or the Services (except to the extent expressly permitted by applicable law);
- remove, obscure or change any copyright, trade mark or other intellectual property right notices contained in the original material or from any material copied or printed off from the Site or obtained as a result of the Services.
- Any use of caching, http accelerators such as Harvest, Squid, Netscape proxy or Microsoft Catapult, or similar technology is permitted, however, you have the responsibility of ensuring you are viewing the most recent version of the web-page or content.
- You acknowledge that access to the Site and/or the Services may be restricted at the sole discretion of Vodafone.
- In relation to any orders for Products or Communications Services made by you via the Site or the Services or via any other system linked to the Site or the Services (such as SAP) you acknowledge and agree that any order placed will be binding on you and the Customer and that the terms and conditions of the Services Agreement shall apply to the supply of such Products and / or Communications Services. You further agree that it is your responsibility to familiarise yourself with the terms and conditions of the Services Agreement and Vodafone will not be responsible for your failure to familiarise yourself with or misunderstanding of the terms and conditions of the Services Agreement.
- You warrant that you are authorised by the Customer to access and use the Site and Services.
- You warrant that you will only use the Site and the Services in accordance with these Terms and Conditions; the Services Agreement and in an appropriate and lawful manner and by way of example and not as a limitation that you shall not (and shall not authorise or permit any other party to):
- receive, access or transmit any Content which is obscene, pornographic, threatening, racist, menacing, offensive, defamatory, in breach of confidence, in breach of any intellectual property right (including copyright) or otherwise objectionable or unlawful;
- circumvent user authentication or security of any host, network or account (referred to as "cracking" or "hacking") nor interfere with service to any user, host or network (referred to as "denial of service attacks") nor copy any pages or register identical keywords with search engines to mislead other users into thinking that they are reading Vodafone's legitimate web pages (referred to as "page-jacking") or use the Site or the Services for any other unlawful or objectionable conduct. Users who violate systems or network security may incur criminal or civil liability and Vodafone will at its absolute discretion fully co-operate with investigations of suspected criminal violations, violation of systems or network security under the leadership of law enforcement or relevant authorities;
- use the Site and/or the Services to advertise or offer to sell any goods or services for any commercial purpose without Vodafone's written consent;
- knowingly or recklessly transmit any electronic content (including viruses) through the Site and/or the Services which shall cause or is likely to cause detriment or harm, in any degree, to computer systems owned by Vodafone, its customers, suppliers or other Internet users;
- hack into, make excessive traffic demands, deliver or forward chain letters, "junk mail" or "spam" of any kind, surveys, contests, pyramid schemes or otherwise engage in any other behaviour intended to inhibit other users from using and enjoying the Site and/or the Services or any other web site, or which is otherwise likely to damage or destroy Vodafone's reputation or the reputation of any third party.
- You represent and warrant that any Content submitted by you to us via or in connection with the Site or the Services is accurate, truthful, complete and not misleading. You further represent and warrant that you are free to supply such Content to us and that we may use such Content without restriction in providing and carrying out the Site and the Services.
- Prior to or following registration you may be issued with Access Information that may be used to access the Site and/or the Services and any pages for which registration is required. Vodafone reserves the right to change your Access Information at any time at its sole discretion and shall notify you of this change as soon as reasonably practicable.
- Your account is to be used by a single user only and you will not allow simultaneous access using the same Access Information. You acknowledge that you are responsible for ensuring that no unauthorised access to the Site and the Services is obtained using your Access Information and that you are liable for all such activities conducted through your account whether authorised or not. If you are able to choose Access Information, you must not use words that are obscene, abusive or likely to cause offence.
- You as the registered user of the account will:
- keep your Access Information secure and not let it become public knowledge and ensure that your Access Information will not be stored anywhere on a computer or your mobile phone in plain text;
- provide true, accurate, current and complete information in all fields indicated as compulsory when registering as a registered user;
- if your Access Information becomes known to any other unauthorised user you must inform Vodafone immediately.
- Once you have 'signed-in' to any secure areas of the Site, where you are requested to provide your Access Information, you must not at any time leave the Internet terminal or device from which you have accessed the Site and the Services or let anyone else use the Internet terminal or device until you have logged out of the secure area of the Site and the Services. You will be responsible for ensuring that you have logged out of the secure area at the end of any session.
- You must not access the Site and the Services from any computer connected to a local area network (LAN) or any public Internet access device or access point without first ensuring that the Customer permits such access and making sure that no-one else will be able to observe or copy your access or get access to the Site and the Services pretending to be you.
- All Trade Marks used on the Site and/or the Services are the trade marks of Vodafone Group Plc or one of the Vodafone Group companies or a third party whose trade marks Vodafone is authorised to use on this Site. You shall only make fair use of the Trade Marks and will not use the Trade Marks, whether design or word marks: (1) as or as part of your own trade marks; (2) in a manner which is likely to cause confusion; (3) to identify products to which they do not relate; (4) to imply endorsement or otherwise of products or services to which they do not relate; or (5) in any manner which does or may cause damage to the reputation of Vodafone or the Trade Marks or third parties whose Trade marks are used.
- You acknowledge and agree that the Services and the Site or any part thereof, whether presented to you by Vodafone or any third party are protected by copyrights, trademarks, service marks, patents, or other proprietary rights and laws. All rights are expressly reserved.
- You are only allowed to use the Site and the Services as set out in these Terms and Conditions and in accordance with the Services Agreement and nothing on the Site and/or the Services shall be construed as conferring any licence or other transfer of rights to you of any intellectual property or other proprietary rights of Vodafone, any member of the Vodafone Group or any third party, whether by estoppel, implication or otherwise.
- You will need to provide all equipment necessary to access the Site and the Services on the Internet and be liable for payment for the local telephone call charges at the rates published by the telephone operator with whom you make your local calls or any other Internet access charges to which you may be subject. If your equipment does not support relevant technology including but not limited to encryption you may not be able to use certain Services or access certain information on the Site.
Liability for content
- It is your sole responsibility to satisfy yourself prior to using the Site and the Services in any way that they are suitable for your purposes and up to date. The Services and in particular the Content are periodically updated and you should check the Site and the Services regularly to ensure that you have the latest information. You should also refresh your browser each time you visit the Site and the Services to ensure that you download the most up to date version of the Site and the Services.
- The Site and the Services are provided on an "as is" basis. Although every effort has been made to provide accurate information on these pages, neither Vodafone, nor any of its employees, nor any member of the Vodafone Group, their suppliers, nor any of their employees, make any warranty, expressed or implied, or assume any legal liability (to the extent permitted by law) or responsibility for the suitability, reliability, timeliness, accuracy or completeness of the Services or any part thereof contained on the Site or in the Services.
Liability for third party content
- Subject to Clause 10, you agree that Vodafone does not generally and is not required to monitor or edit the use to which you or others use the Site and the Services and Vodafone is excluded from all liability of any kind arising from the use of the Services, and in particular but without limitation to the foregoing, the nature of any Content. Notwithstanding the foregoing, Vodafone reserves the right to edit, bar or remove any Services and/or Content, at any time as Vodafone in its sole discretion believes to be necessary in order to prevent any breach of these Terms and Conditions or any breach of applicable laws or regulations.
Exclusion of liability
- Vodafone shall use its reasonable endeavours to ensure the maintenance and availability of the Site and the Services but availability may be affected by your equipment, other communications networks, too many people trying to use the Vodafone network or the internet at the same time or other causes of interference and may fail or require maintenance without notice.
- Neither Vodafone nor any member of the Vodafone Group shall be liable for any special, indirect or consequential damages or any damages whatsoever, whether in an action of contract, negligence or other tortuous action, arising out of or in connection with the performance of or use of Services available on the Site and in particular, but without limitation to the foregoing, Vodafone specifically excludes all liability whatsoever in respect of any loss arising as a result of:
- use which you make of the Site and the Services or reliance on Services or any loss of any Services or your Content resulting from delays, non-deliveries, missed deliveries, or service interruptions; and
- defects that may exist or for any costs, loss of profits, loss of your Content or consequential losses arising from your use of, or inability to use or access or a failure, suspension or withdrawal of all or part of the Site and the Services at any time.
- computer viruses or trojan horses downloaded by you from the Content of this Site;
- all conditions or warranties which may be implied or incorporated into these Terms and Conditions by law or otherwise are hereby expressly excluded to the extent permitted by law.
- Your only remedy under these Terms and Conditions is to discontinue using the Site and the Services.
- Vodafone reserves the right to modify the Site and/or the Services or suspend or terminate the Site and/or the Services or access to part or all of them at any time.
- Vodafone reserves the right to revise these Terms and Conditions at any time. Such variations shall become effective two weeks after being posted on the website. By continuing to use this website you will be deemed to have accepted the varied Terms and Conditions.
Monitoring/recording of communications
- Monitoring of your emails or other communications may take place in accordance with the law, and in particular for Vodafone's business purposes, such as for quality control and training, to prevent unauthorised use of Vodafone's telecommunication systems and to ensure effective systems operation and in order to prevent or detect crime.
- Vodafone may elect to suspend or vary the Services and the Site immediately and without prior notice at any time for repair or maintenance work or in order to upgrade or update the Site and the Services or for any other reason whatsoever.
- Unless otherwise set out in the Services Agreement, Vodafone may elect to terminate your access to the Site and the Services forthwith on breach of any of these Terms and Conditions by you or upon termination of the Services Agreement for any reason whatsoever. Your right to access the Site and the Services shall terminate forthwith upon you ceasing to be an authorised representative or employee of the Customer and you and the Customer shall be jointly and severally responsible for any use made by you of the Site or the Services (including, without limitation, any purchase orders placed via the Site or the Services) following any such cessation.
- Governing Law and Jurisdiction - These Terms and Conditions are governed by and construed in accordance with the laws of the country in which the head office of the Vodafone Contracting Party is located and you hereby submit to the non-exclusive jurisdiction of the courts of the country in which the head office of the Vodafone Contracting Party is located unless local law prescribes otherwise.
- Severability - These Terms and Conditions are severable in that if any provision is determined to be illegal or unenforceable by any court of competent jurisdiction such provision shall be deemed to have been deleted without affecting the remaining provisions of these Terms and Conditions.
- Waiver - Vodafone's failure to exercise any particular right or provision of these Terms and Conditions shall not constitute a waiver of such right or provision unless acknowledged and agreed to by Vodafone in writing.
- Representations - You acknowledge and agree that in entering into these Terms and Conditions you do not rely on, and shall have no remedy in respect of, any statement, representation, warranty or understanding (whether negligently or innocently made) of any person (whether party to these Terms and Conditions or not) other than as expressly set out in these Terms and Conditions as a warranty. Nothing in this Clause shall, however, operate to limit or exclude any liability for fraud.
- Assignment - You in entering into these Terms and Conditions undertake that you will not assign, re-sell, sub-lease or in any other way transfer your rights or obligations under these Terms and Conditions or part thereof. Contravention of this restriction in any way, whether successful or not, will result in your access to the Site and your right to use the Services being terminated by Vodafone forthwith. Vodafone may assign these Terms and Conditions in whole or in part to any third party at its discretion.
- Rights of Third Parties - Except in the case of any permitted assignment of these Terms and Conditions under Clause 12.5 and save in accordance with the terms and conditions of the Services Agreement, a person who is not a party to these Terms and Conditions has no rights to enforce these Terms and Conditions under the Contracts (Rights of Third Parties) Act 1999 or any similar legislation applicable in any other jurisdiction or otherwise to enforce any Clause of these Terms and Conditions.
- Force Majeure - Vodafone shall not be liable in respect of any breach of these Terms and Conditions due to any cause beyond its reasonable control including but not limited to, Act of God, inclement weather, act or omission of Government or public telephone operators or other competent authority or other party for whom Vodafone is not responsible.
- "Access Information" means the access information that we require from you before entering certain parts of the Site for which you have registered, which may be a username, password, your mobile phone number or CLI or similar recognition device;
- "Content" means invoices, statistical data, financial information, text, pictures, photographs, software, and graphics;
- "Communications Services" means mobile communications services;
- "Customer" means the customer which has entered into a Services Agreement with Vodafone or another member of the Vodafone Group;
- "Functionalities" means the services offered on or via the Site, which includes (but is not limited to) some or all of the communications service management systems known as "Device Manager", "Spend Manager", "Invoice Manager" and such other service management systems as Vodafone and the Customer may from time to time agree shall form part of the Services available via the Site;
- "Products" means mobile communications devices and accessories;
- "Services" has the meaning given to it in Clause 1.1;
- "Services Agreement" means the agreement for the supply of services between Vodafone Group Enterprise Limited or another member of the Vodafone Group and your employing organisation.
- "Terms and Conditions" means the contract between Vodafone and you incorporating these terms and conditions;
- "Trade Marks" means the word or mark "Vodafone", however represented, including stylised representations, all associated logos and symbols, and combinations of the foregoing with another word or mark;
- "Vodafone" means Vodafone Global Enterprise Limited, whose registered office is at The Connection, Newbury, Berkshire, RG14 2FN and may also be referred to as "we" or "us" in these Terms and Conditions.
- "Vodafone Contracting Party" means the member of the Vodafone Group which has entered into the Services Agreement with the Customer;
- "Vodafone Group" means Vodafone Group Plc and any company or other entity in which Vodafone Group Plc owns (directly or indirectly) more than 15% of the issued share capital;
- "you" means the user that enters into these Terms and Conditions (and "your" shall be construed accordingly).