Franking Machine Support & Service Terms & Conditions

The following terms and conditions shall apply to the support set out in the Customer Order & Support Agreement:

1 DEFINITIONS

1.1 “the Equipment” shall mean the Postal Franking Equipment or Postal Scales specified in the support agreement and / or any continuation sheet or schedule attached to and / or made part of these terms and conditions.

1.2 “the Company” shall mean Mailcoms Ltd.

1.3 “POS” shall mean the period of support, which is 9.00am to 5.30pm Monday to Friday excluding Bank Holidays.

1.4 “Support” shall mean preventative and remedial maintenance during the POS including the adjustment, lubrication and replacement of parts deemed to be necessary by the Company. For the avoidance of doubt, unless otherwise stated in the support agreement.

1.5 “the Customer” shall mean the Customer specified in the support agreement.

1.6 “the Site” shall mean the premises referred to in the support agreement and Royal Mail Licence.

1.7 “the Manufacturer” shall mean the Manufacturer(s) of the Equipment.

2 SCOPE OF MAINTENANCE

2.1 The Company agrees to provide support when requested by the Customer in respect of the Equipment at the Site . Any change to the Site / Licence / invoice address must be advised in advance to the Company and will incur a relicensing charge.

2.2 The Company will provide Support while the Equipment is operated in accordance with the Companies published specifications and any other specifications (published or otherwise) applicable thereto by the Manufacturer(s).

2.3 Replacement parts will be furnished on an exchange basis when installed by the Company and may not be new provided they are equivalent to those in performance. Replaced parts will become the property of the Company.

3 TERM

3.1 The Support agreement shall commence on the acceptance by the Company and shall continue until terminated by either party, giving not less than 90 days’ notice in writing before the annual renewal date or 90 days before the end of the minimum period of the contract and / or lease. Annual Support invoices raised and / or due within the minimum period as stated in the Customer’s acceptance form will remain payable regardless of termination notice if this falls within the minimum period. Upon termination of the agreement, no refunds shall be given for all or part of the Support agreement fee that has already been invoiced. Any invoices raised during the agreed 90 day notice period outside of the agreed minimum period will also be payable in full as detailed in clause 8.1 of the terms and conditions shown below.

3.2 Where 12 months free Support is given the Customer accepts this agreement must run for a further minimum period of 2 years unless a different minimum period is agreed as outlined overleaf.

3.3 Support will only be provided by the Company if:

(a) The agreement is concurrently in existence for the provision of Support.

(b) The Customer has fulfilled all its obligations strictly under the terms of the agreement and in particular (but without prejudice to the generality of the foregoing) has paid all amounts due and outstanding to the Company.

3.4 After the minimum term, any downgrade of service level (model applicable), must be notified in writing giving not less than 90 days’ notice prior to the annual renewal date.

4 ROYAL MAIL FRANKING LICENCE

4.1 If the Equipment is a Postal Franking Machine the Customer agrees to conform to the Royal Mail Franking Licence Scheme terms and conditions. These can be found at www.royalmail.com/scheme and include:

(a) All Franking Machines must be inspected annually by an Approved Franking Machine Maintainer / Inspector / Manufacturer and you must allow access to the machine during normal working hours upon request.

(b) It is the Customer’s responsibility to ensure that a then current Tariff is at all times loaded onto, or is used in respect of, the Franking Equipment. The failure to use the correct Tariff may render the Franking Equipment inoperable. Postal rate update changes are initiated by the Royal Mail and / or Manufacturer(s) via a software download which may incur additional charges to the Company, the Company reserves the right to charge the Customer by the way of a software and rate update invoice.

(c) The Licence authorises the Customer to use the specified Franking Equipment at the address shown on the Licence only for the purpose of franking its own business letters, but not letters or other mail of any third-party. The Licence does not authorise the Customer to use any other Franking Equipment, for which a separate Licence(s) must be obtained.

5 SUPPORT LIMITATION

Support is contingent upon the proper use of the Equipment in accordance with the Companies published specifications and the Manufacturer(s) specifications (whether published or not) and does not (for the avoidance of doubt) include any of the following:

(a) Electrical work external to the Equipment or the maintenance of accessories, attachments or other devices not furnished by the Company. This also includes Support regarding damage incurred due to a power surge and / or a power cut which, in extreme circumstances could initiate a software fault. It is the Customer’s responsibility to ensure they have appropriate provisions in place if there is sufficient risk of these occurrences happening.

(b) Support deemed to be caused by external items such as telephone lines, LAN connections, computer connections, software, networks, etc even though they may be connected to the Equipment.

(c) Franking machine ink cartridges and print heads.

(d) Support necessitated by supply items such as ink cartridges and labels not furnished by the Company or general support where the customer is using ink not supplied by the Company.

(e) Assistance with relocation of the Equipment.

(f) Support which is unsafe or impractical for the Company to render because of alterations in the Equipment or its connection by mechanical or electrical means to non-Company furnished machines or devices.

(g) Support on the Equipment located in an environment considered in the opinion of the Company to be unsafe or hazardous.

(h) Support necessitated by environmental elements external to the Equipment.

(i) Support resulting from accident, neglect, alterations, improper use or misuse of the Equipment (particularly franking machine print heads or screens) or necessitated by repairs attempted by non-Company personnel.

(j) Wi-Fi and network support or any work carried out on the Customer’s own network.

6 MAIL-INK INCLUSIVE PLAN

The Mailcoms Mail-ink inclusive plan is subject to a fair use policy which all customers are expected to adhere to. The fair use policy specifically covers the following points:

• Inks will be issued on request only; a meter piece count is required before despatch and prior to issuing an ink cartridge for monitoring and technical purposes.
• Delivery on inks will be on a free 3 -5 standard delivery service, upgrades are available at a charge.
• Any remaining inks left on your plan in any year cannot be rolled over to another period and/or renewal/agreement.
• All inks supplied must only be used in the machine which refers to the service agreement, inks issued must not be used in other machines or resold.
• The ink inclusive plan specifically covers the volume recommended on your machines, if further inks are required over and above the annual amount which is included, this must be purchased via Mailcoms directly, use of third-party inks in machines under the mail-ink plan will affect certain aspects of your service and support and warranty specifically related to print issues.

Failure to adhere to the above may result in Mailcoms seeking action to recover any loss of potential earnings.

7 RESPONSIBILITY OF THE CUSTOMER

7.1 Throughout the term(s) of any agreement for support, the Customer shall maintain Site conditions (if any) within specifications provided by the Company.

7.2 The Customer shall allow the Company full and free access to the Equipment.

7.3 The Customer agrees that they must have cover to conform to the terms of the Royal Mail Franking Licence Agreement by way of either an Annual Support Agreement as detailed overleaf and/or the Customer agrees to cover the cost of mandatory postal rate updates and annual inspections.

8 CHARGES

8.1 Charges for Support shall commence on the date of the Companies acceptance of any agreement for Support and shall continue until the end of the minimum period as stated in the Customer’s acceptance form. The annual Support charge will continue until termination notice has been provided in writing giving 90 days’ notice. Support invoices will be raised and payable for the entire minimum period, in the event of termination within the minimum period, all annual invoices covering this period will be issued immediately and become payable prior to completion of termination. If a termination request is received outside of the agreed minimum period, any invoices raised within the 90 days will remain payable regardless of the termination date and period. Please note no pro-rata refunds will be issued.

8.2 For the avoidance of doubt, the failure of the Customer to pay any charges when due shall constitute sufficient cause for the Company to suspend or terminate any agreement for Support.

8.3 Charges are exclusive of Value Added Tax and any other taxes and charges, which the Company may be, required to pay. These will be added at the time of invoice.

9 PAYMENT AND CREDIT

9.1 A non-refundable £100 deposit is required to secure and initiate your franking machine order.

9.2 Invoices raised by the Company to the Customer are due for payment 30 days from the date of the invoice.

9.3 When payment is made by Direct Debit the Customer will be given not less than 4 days’ notice of their account being debited or as otherwise agreed.

9.4 If the Customer fails to make payment when due, entirely prejudice to any of the other rights of the Company, the Customer will in addition pay a late payment charge of 8% over the NatWest Bank base rate basis, calculated monthly until the date of actual receipt by the Company.

9.5 The Company reserves the right to take legal proceedings against any Customer for failing to settle invoices within the due date. The Company will apply an administration fee of £50 + Courts. ALL court costs and fees for debt recovery will be also met by the Customer and any such fees will be added to the total claim including the administration fee.

9.6 Where the invoice is for a franking machine Mailcare support agreement, Basic service / inspections or mandatory software / rate updates, the Company reserves the right to suspend the Customer’s account and render the Equipment inoperable until full payment is received.

10 CONFIDENTIAL INFORMATION

The Customer agrees to maintain in confidence and not to disclose, reproduce or copy any materials, documentation or specifications which are provided to the Customer hereunder, or which are left by the Company on the Customer’s premises. The Customer shall take all reasonable steps to ensure that it’s employees are bound by the same obligations and that such obligations endure beyond termination of the employment with the company.

11 TERMINATION

The Company shall have the right without prejudice to any other remedies at any time by giving notice in writing to the Customer to terminate this agreement forthwith in any one of the following events:

11.1 If the Customer fails to pay any sums on the due date of payment: or

11.2 If the Customer commits any other breach of any of the terms and conditions of this agreement: or

11.3 If the Customer ceases to carry on business or a substantial part of thereof, commits an act of bankruptcy or is adjudicated bankrupt or enters into liquidation where compulsory or voluntary (other than for the purpose of amalgamation or reconstruction) or compounds with its creditors generally or has a receiver or manager appointed over all of its arrears to suffer execution or takes or suffers any similar action consequence or a debt becomes unable to pay its debts as they fall due.

11.4 The Customer agrees to cover the Equipment delicense charges at £75 + VAT upon termination of their support / lease or rental agreement with the Company. Customers who have purchased the Equipment outright agree to allow the Company to collect such Equipment for the purposes of delicense.

12 LIMITS OF LIABILITY

12.1 Subject to the provisions where applicable of the Unfair Contract Terms Act 1977, all warranties, conditions, guarantees or representations where express or implied by statue or otherwise, hereby excluded.

12.2 The Company shall, under no circumstances, be liable for any indirect, special or consequential loss (including loss of anticipated profit or third-party claims) howsoever arising either from breach or non-performance of any of its obligations under the agreement or from the supply of or intended use of goods provided, even if the Company has been advised of the possibility of such potential loss, except that the company shall be liable for loss arising from death or personal injury resulting from the proven negligence of the Company. The Company does not accept liability nor compensate the cost of postage if the Customer sources an alternative method to price mail in the event of a franking machine breakdown.

12.3 The Company does not accept any liability in the event of a network failure or as a result of a franking machine being connected to a Customer’s network via Wi-Fi or LAN.

13 NOTICES

All notices to be given under this agreement shall be in writing and shall be sent to the respective addresses of the Customer and the Company set out in the Customer Order & Support Agreement or at the registered office of the Company to be served.

To ensure compliance with law and regulations and to also ensure these conditions reflect the growth and development of the business it represents, the Company reserves the right to amend these terms and conditions at any given period in time on the condition that there has been sufficient notice provided by the Company to the Customer (no less than 30 days). It is the Customer’s responsibility to ensure that contact details given at the point of order will be a continued live email address such as a generic company contact and / or any changes in contact details are communicated immediately and efficiently. Whilst the customer continues to use our Support including the payment of annual bills, this would automatically signify acceptance of our terms and conditions as default which can be viewed either online at https://www.mailcoms.co.uk/terms-and-conditions/ or requested from us directly. You can determine when these terms and conditions were last revised by referring to the last updated note at the bottom of the current published terms and conditions.

14 MISCELLANEOUS

14.1 The Company reserves the right to charge for postal rate updates or franking machine re-crediting.

14.2 The Company reserves the right to increase the Support fee to cover increased costs and / or inflation. Whilst all effort is made to communicate any changes with our Customer’s in respect of proportional increases from internal evaluation of increased Company costs and / or inflation, the Company reserves the right to make any necessary annual Support charge increases without prior notice. If the annual increase exceeds 7% then 3 months’ notice will be provided in writing to the Customer.

14.3 Where an Equipment guarantee / warranty is given this only applies to the mechanical functions of the equipment and must be covered by at least a Mailcare Plus or Mailcare Extra support agreement. Without a valid support agreement, no Equipment warranty / guarantee applies. A franking machine warranty or guarantee does not cover against legislation, price structure or postage advancement changes within the Royal Mail.

14.4 The Company follows its own environmental recycling policies and as such some Equipment supplied may include some refurbished/re-manufactured parts.

14.5 This agreement is not assignable by the Customer without prior written consent of the Company. Any such assignment shall be void.

14.6 The Support agreement and the terms and conditions herein contained can only be modified in writing which will be communicated to the contact overleaf.

14.7 The invalidity or unenforceability for any reason of any part of these terms and conditions shall not prejudice the continuation in force of the remainder of the terms and conditions.

14.8 This agreement shall be deemed to have been made in order and shall be constructed pursuant to the laws of England & Wales.

14.9 The Customer acknowledges that he has read these terms and conditions and understands and agrees that this Support agreement is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements and communications relating to the subject matter of the agreement.

15 ORDER CANCELLATION

If the customer decides to cancel this agreement, once signed, then a cancellation fee will be payable of £300 + VAT to cover administration and/or licensing costs (in the case of postal franking equipment).

16 SALE/OUTRIGHT PURCHASE

Where the Customer chooses to purchase Equipment outright an invoice will be issued upon receipt of your order and must be paid prior to or on the installation date. If the Customer fails to pay within these terms, then the Company reserve the right to suspend your account for postage and supplies until the account is settled in full. All goods supplied must not be moved from the installation site and do not become the Customer’s property until full payment is received and cleared.

Customer’s Acceptance

1. I accept that all information entered on this agreement is true and correct to the best of my knowledge and that you supply the Equipment and provide our support as detailed.

2. I agree to the terms and conditions as set out above/overleaf and agree to the provision of support set out herein.

3. I agree that if the goods are rented/leased that the goods do not become the Customer’s property and must not sell them.

4. I agree that the support agreement shall run for a minimum period of 36 months.

5. I agree to the cancellation policy and required deposit payment as detailed herein.

6. I acknowledge that the Equipment requires a LAN/Ethernet connection with access to the internet and that the support is only cover for the franking machine and scale, not Customer’s network or Wi-Fi support.

7. I agree to comply with all the terms and conditions as set out in the Royal Mail Licence agreement.

Company VAT Number: GB921930535

Company Registration Number: 5884771

Version 1.22.