Terms and Conditions of sale

Online Terms and Conditions of Sale for iSimplyConnect

1. Introduction

This page is operated by Asavie Technologies Limited (“Asavie”). This page (together with Asavie’s Terms of Use, Privacy Statement, Cookie Statement, End User Licence Agreement and any other terms or conditions in connection with the iSimplyConnect service) sets out the terms and conditions on which Asavie will supply to you the products (“Products”) and services (“Services”) listed on our website www.isimplyconnect.com (the “Site”). By ordering any of the Products or Services on the Site, you agree (on behalf of yourself or the entity that you represent) to be bound by these Terms and Conditions of Sale.

Please read these Terms and Conditions carefully before you submit an order to Asavie.

2. Information about us

Asavie is a private limited company and registered in Ireland (company registration number: 390724) and having its address at Fleming Court, Fleming’s Place, Dublin 4, D04 N4XP, Ireland. Asavie’s VAT number is: 6410724I.

If you have any questions about these Terms and Conditions of Sale or the iSimplyConnect service, please contact us at info@isimplyconnect.com.

3. General

3.1

These Terms and Conditions are the only terms and conditions on which Asavie will supply the Products and Services to you and will apply to the exclusion of all other terms and conditions including any terms and conditions which you purport to apply under any purchase order, confirmation of order or similar document (whether or not such document is referred to in these Terms and Conditions) and any terms and conditions which may otherwise be implied by trade, custom, practice or course of dealing.

3.2

Asavie may vary these Terms and Conditions from time to time. Please look at the top of this page to see when these Terms and Conditions were last updated. Every time you order Products and Services from Asavie through the Site, the Terms and Conditions in force at the time of your order will apply to the contract between you and Asavie.

3.3

You confirm that you have authority to bind yourself and any entity on whose behalf you use the Site to purchase Products and Services.

3.4

The Site is only intended for use by people and entities resident in Europe (“Serviced Countries”). Asavie does not accept orders from individuals and entities outside of the Serviced Countries.

3.5 The Site may contain errors, inaccuracies or omissions, including without limitation, in any price, order acknowledgment, invoice or other document issued by Asavie. Asavie reserves the right to correct any errors, inaccuracies or omissions and to change or update information at any time without notice. Asavie reserves the right to refuse to fulfil any orders that you may have placed based on information on the Site that may contain errors or inaccuracies, including without limitation, errors, inaccuracies or out-of-date information regarding pricing, shipping, payment terms or return policies.

4. Orders

4.1

Any order for a Product or Service placed through the Site is an offer by you to purchase that particular Product or Service, for the price shown on the Site at the time you place the order. You shall accurately complete all fields set out in the order form. All orders are subject to confirmation of the availability and price of each Product or Service.

4.2

When you place an order online to purchase Products or Services, Asavie will send you an e-mail confirming receipt of your order and containing the details of your order (the “Order Confirmation E-mail”). The Order Confirmation E-mail is acknowledgment that Asavie has received your order, but does not constitute acceptance of your offer to buy the Product or Service ordered. Asavie only accepts your offer, and concludes the contract of sale for the Product or Service ordered (the “Contract”), when Asavie has dispatched the Product or activated the Service.

4.3

You consent to receive email and SMS communications for online orders.

4.4

Asavie may reject all or any part of your order without liability to you for that rejection if:

4.4.1

a Product or Service in that order is not available;

4.4.2

there is an error in the price or the description of the Product or Service posted on the Site;

4.4.3

the order triggers fraud prevention protocols; or

4.4.4

Asavie believes that to do so is otherwise necessary or expedient.

If Asavie rejects an order placed through the Site, then it will endeavour to notify you of that rejection at the time you place the order or within a reasonable time after you place the order. If you have already paid for the Product or Service, Asavie will refund you the full amount including any delivery costs charged as soon as possible.

4.5

Orders are binding on both you and Asavie from the date of acceptance by Asavie in accordance with clause 4.2.

5. Payment and Billing

5.1

The prices of the Products and Services will be displayed on the Site at the time you submit the order.

5.2

For Products ordered, payment is to be made at the time of placing the order. The price of a Product does not include VAT or delivery charges. Asavie’s delivery charges are as advised to you during the check-out process.

5.3

Services may be available on the basis of different data plans with different rates of payment. Asavie may vary the rates of payment for data plans at any time and in its sole discretion. If rates of payment are varied, notification of such changes will be posted on the Site and/or notified to you by email, SMS or by post. You may not, therefore, receive notification if Asavie does not have contact details for you.

5.4

For Services, Asavie reserves the right, in its sole discretion, at all times to migrate you to other data plans, to amend or vary a data plan or to withdraw or terminate a data plan, generally in whole or in part, on reasonable notice.

5.5

For Services, Asavie will invoice you monthly in advance. Payment is due on the date specified on the invoice. Asavie reserves the right to include payments due from a prior billing period in any invoice where the time period for calculating the appropriate usage rate makes this necessary. Where the Services are activated or cancelled during a billing period, the payment due for such Services will be prorated based upon the period of active days in the relevant billing period. Asavie will send all invoices to the email address you provided when you placed the order.

5.6

You will be liable to pay VAT on the Products and Services at the applicable current rate chargeable in Ireland for the time being. If the VAT rate changes between the date of your order and the date of delivery, Asavie will adjust the VAT you pay, unless you have already paid for the Product or Service in full before the change in VAT takes effect.

5.7

Every invoice and notice from Asavie to you will be deemed served 48 hours after emailing or on earlier proof of delivery. Asavie reserves the right to alter invoicing periods, contact you directly through SMS, email, by post or telephone in relation to overdue payment and to fix a limit on your use of the Service and to discontinue the Service without notice to you if the limit is exceeded.

5.8

Payment for Products and Services shall be completed on the Site by credit card. Online payments are secure and are processed directly by our third party service provider Chargebee. Payment will be debited from your credit card in euro. Asavie accepts the following credit cards:

5.8.1

Visa;

5.8.2

MasterCard; and

5.8.3

American Express

5.9

It is always possible that, despite Asavie’s reasonable efforts, some of the Products or Services on the Site may be incorrectly priced. If Asavie discovers an error in the price of the Products or Services you have ordered Asavie will contact you to inform you of this error and will give you the option of continuing to purchase the Product or Service at the correct price or cancelling your order. Asavie will not process your order until Asavie have your instructions. If Asavie are unable to contact you using the contact details you provided during the order process, Asavie will treat the order as cancelled and notify you in writing. If Asavie mistakenly accepts and processes your order where a pricing error is obvious and unmistakeable and could reasonably have been recognised by you as a mispricing, Asavie may cancel supply of the good and refund you any sums you have paid.

6. Interest

Asavie reserves the right to charge interest on any payment due from the date when payment becomes due until the date of payment at a rate of 8% per annum above the base rate of Bank of Ireland.

7. Title and Risk

7.1

Asavie shall bear the risk in the Products until the Products are dispatched for delivery.

7.2

Title to the Products shall pass to you as soon as Asavie has received payment in full in cleared funds for the Products, including all delivery charges.

8. Returns and Faulty Products

8.1

If the Products arrive having been damaged, or if the order is incorrectly fulfilled, you shall notify Asavie by emailing help@isimplyconnect.com within 5 business days of receipt. If the Products have not arrived within 20 business days of receiving the Order Confirmation E-mail, you shall notify Asavie by emailing help@isimplyconnect.com. Following such notification by you, Asavie shall replace the Products which have been damaged, lost or stolen in transit, and any incorrect Product. You will be liable to pay the delivery charges for any replacement Products. Asavie’s delivery charges are as advised to you during the check-out process.

8.2

Subject to clause 8.3, where Products supplied to you become faulty for reasons other than through your acts, omissions or misuse within their warranty period, you shall notify Asavie in order to terminate/suspend the SIM cards. Following such notification by you, Asavie shall replace the Products which have become faulty. You will be liable to pay the delivery charges for any replacement Products. Asavie’s delivery charges are as advised to you during the check-out process.

8.3

Asavie excludes to the fullest extent permissibly by applicable law, all warranties, terms or conditions in relation to any Products that are not manufactured by Asavie, whether implied by statute or otherwise.

9. Numbers

You acknowledge that you shall have no proprietary interest in any telephone number, network user identity, network user address or any other name, code or number whatsoever allocated by Asavie or any other third party for use in connection with the Products and Services. Asavie may reallocate or change such as a result of changes in applicable law or instructions from any regulatory body or other competent authority, but will exercise all reasonable endeavours to minimise any disruption to you.

10. Proprietary Rights

10.1

The proprietary rights, including all registered and unregistered intellectual property rights, that exist in the Products, Services or the Site are owned by Asavie or its suppliers or licensors. Neither these Terms and Conditions or the supply of Products or Services to you purports to transfer or assign any rights, title or interest in or to such proprietary rights.

10.2

Where Asavie creates any proprietary rights during or as a result of the supply of Products and Services to you, you acknowledge and agree that Asavie shall own all such proprietary rights and that you shall do all that is requested by Asavie to ensure that such proprietary rights vest in Asavie, including but not limited to the execution of appropriate assignment and other documents.

10.3

You agree not to do anything to jeopardise Asavie, its suppliers or licensors proprietary rights.

11. Warranty

11.1

Asavie warrants to you that on delivery and for a period of 30 days (the “Warranty Period”) any Products and Services purchased from Asavie through the Site will conform with their description, be of satisfactory quality, and be reasonably fit for all the purposes for which products and services of that kind are commonly supplied.

11.2

If at any time during the Warranty Period, you become aware of a breach of clause 11.1, you shall advise Asavie by emailing help@isimplyconnect.com after you become aware of the breach prior to the expiry of the Warranty Period. You may be required by Asavie to return the Products (at your own cost) to Asavie or allow Asavie to access the Services for inspection purposes. You shall provide Asavie with all information and assistance which Asavie may reasonably require to investigate the alleged breach.

11.3

Asavie’s only liability to you for a breach of clause 11.1 will be, at Asavie’s sole option, to repair or replace the relevant Product or Service or to reduce the price of the relevant Product or Service to a sum which is equitable in the circumstances.

11.4

Subject to clause 11, Asavie will not have any liability for a breach of the warranty at clause 11.1 if:

11.4.1

You do not comply with your obligations at clause 11.2 in respect of the breach;

11.4.2

The relevant defect was caused by damage in transit after delivery;

11.4.3

The relevant defect was caused or exacerbated by improper use, handling, alteration, installation, repair, maintenance, storage or failure to comply with the instructions provided by Asavie; or

11.4.4

You make further use of the relevant Product or Service after discovering the relevant breach.

11.4.5

The warranty provided under this clause 11 does not apply to products that are not manufactured by Asavie even if packaged or sold with Asavie Products and Services. Non-Asavie products may have the benefit of a manufacturer’s warranty provided by the product manufacturer.

12. Limitation of Liability

12.1

Nothing in these Terms and Conditions limits or excludes Asavie’s liability for:

12.1.1

death or personal injury caused by Asavie’s negligence;

12.1.2

fraud or fraudulent misrepresentation;

12.1.3

any liability which cannot be legally limited or excluded.

12.2

Subject to clause 11.1, in no event shall Asavie be liable to you whatsoever, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, arising out of or in connection with your use, inability to use or reliance on any Products or Services purchased through the Site, including but not limited to:

12.2.1

any loss of profits, sales, business or revenue;

12.2.2

loss or corruption of data, information or software;

12.2.3

loss of business opportunity;

12.2.4

loss of anticipated savings;

12.2.5

loss of goodwill; or

12.2.6

any indirect or consequential loss.

12.3

Asavie’s total liability to you in respect of all losses arising under or in connection with these Terms and Conditions, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall in no circumstances exceed the amounts actually paid by you for the Product and/or Service, as applicable.

12.4

In no event shall Asavie nor any of its officers or other representatives be liable for any loss or damages arising out of or in connection with any products and/or services manufactured or produced by third parties, including those offered for purchase on the Site.

12.5

To the fullest extent permitted by applicable law, Asavie hereby expressly excludes all conditions, warranties, guarantees and other terms which might otherwise be implied by statute, common law or the law of equity including, without limitation, the warranties of merchantability, fitness for a particular purpose, quiet enjoyment, use of reasonable care and skill and non-infringement of proprietary rights. Without limiting the foregoing, Asavie does not warrant that the Products and Services are free from errors and defects and in particular that you will be able to access and use the Services in a secure basis or without problems or interruptions.

13. Governing Law and Jurisdiction

These Terms and Conditions are governed by the laws of Ireland and you submit to the exclusive jurisdiction of the Courts of Ireland.

14. Suspension and Termination

Asavie reserves the right, in its sole discretion and without notice to you, to suspend, terminate, modify or delete an Account or access to the Site or parts thereof, if you are, or Asavie suspects that you are, failing to comply with any of the provisions of these Terms of Use or for any actual or suspected illegal or improper use of the Site. If you use multiple Accounts, if Asavie does take action against you, you may have action taken against all your Accounts.

15. Waiver

The failure by Asavie to perform any of its obligations under these Terms and Conditions, or to exercise any of its rights or remedies under these Terms and Conditions, shall not constitute a waiver of such rights or remedies and shall not release you from compliance with such obligations. A waiver by Asavie of any default by you shall not constitute a waiver of any subsequent or future default. No waiver by Asavie of any of your obligations under these Terms and Conditions shall be effective unless it is expressly stated to be a waiver and is communicated to you in writing.

16. Severability

To the extent that any provisions of these Terms and Conditions are held by any court or any competent authority to be invalid, unlawful or unenforceable, then such provision shall be severed, modified or deleted from the remaining terms, conditions and provisions, which will continue to be valid to the fullest extent permitted by law.

17. Entire Agreement

These Terms and Conditions, including the Terms of Use, Privacy Statement, Cookie Statement, End User Licence Agreement and any other terms or conditions on the Site or in connection with the iSimplyConnect service, are the entire and exclusive agreement between you and Asavie regarding the Site and Services and supersede and replace any prior agreement, understanding or arrangement between Asavie and you, whether oral or in writing.