TalkTalk laptop credit agreement - Terms and conditions

Your goods together with any accessories, cables, software, CDs or other equipment included with your goods ("Goods") is provided by The Carphone Warehouse Limited, registered in England under number 2142673 with a corporate address at 1 Portal Way, London W3 6RS ("CPW/ we/our/us").

These Terms and Conditions of Sale together with any Credit Agreement with us for payment of the Goods ("Credit Agreement") (together the "Agreement") is in addition to the following: (i) any Terms and Conditions of Sale in relation to any mobile phone, USB Modem and any other equipment you have purchased from us, (ii) any mobile phone airtime contract you have entered into with your mobile network provider ("Mobile Contract"), (iii) any telephone contract you have entered into with your telephone provider ("Talk Contract"), (iv) any mobile or fixed line broadband contract you have entered into with your network provider ("Broadband Contract"), (v) any internet access agreement you have entered into with your access provider ("Access Contract") and (vi) any agreement in relation to your purchase use of the modem or modem router with your premises equipment provider ("Premises Equipment Contract").

The Agreement is between you and us. Should you receive (either with the Goods, on the back of your invoice or otherwise) any other terms and conditions in relation to the Goods, where there is any conflict between the Agreement and those terms, including but not limited to any provisions about title, ownership, and charges for recovery of missing items, the Agreement shall prevail.

The supply of the Goods by CPW is subject to the following conditions and no alterations proposed by you shall be binding unless we agree in writing.

1. ORDERS AND SPECIFICATIONS

1.1. Once your order for the Goods ("Order") has been placed, you cannot change the model/specification.
1.2. You shall be responsible for ensuring the Goods you Order is of the correct specification for its intended use and location.
1.3. Supply of the Goods to you by CPW is subject to you:
1.3.1. having passed any applicable credit check and/or fraud check and our export control check (see clause 1.4 below);
1.3.2. where you have taken the Goods with a Mobile Contract, subject to you (i) entering into the minimum term Mobile Contract specified at the point of sale and arranging connection of your mobile phone equipment to the applicable mobile phone network in accordance with the terms of your Mobile Contract and (ii) not cancelling your Mobile Contract during any cooling-off period (see your Mobile Phone Contract for details);
1.3.3. where you have taken the Goods with a Broadband Contract (other than Talk Talk or AOL Broadband), subject to you (i) entering into the minimum term Broadband Contract specified at the point of sale and arranging connection of your broadband equipment to the applicable network in accordance with the terms of your Broadband Contract and (ii) not cancelling your Broadband Contract during any cooling-off period (see your Broadband Contract for details);
1.3.4. where you have taken the Goods with the AOL Broadband Service, subject to you (i) being fully provisioned with the AOL Broadband service, (ii) having entered into a minimum term contract for not less than 24 months with TPH Services Sàrl for the AOL Broadband service and (iii) you not cancelling your AOL Broadband order during any cooling-off period (see your AOL Broadband contract for details);
1.3.5. having made in full any payments due at the time of supply under the Agreement, including under clause 3 of these terms and conditions; and
1.3.6. where you have requested you make payment for the Goods under a Credit Agreement, your signature and return of the Credit Agreement to us;
(together the "Conditions").
1.4. The Goods, which may include technology & software, may be subject to EU and US export control laws & laws of the country where it is delivered or used. Under these laws, the Goods may not be sold, leased or transferred to restricted end-users (including to nationals of Cuba, Iran, North Korea, Sudan, and/or Syria) or countries or for restricted end-uses (including uses related to the development, production, use, or maintenance of "Weapons of Mass Destruction", including without limitation, uses related to nuclear, missile, and/or chemical/biological development). If the Goods are supplied to you subject to any such Export Laws, supply to you of the Goods is subject to you not falling into any such restricted categories.
1.5. From time to time we may have to make changes in the specification of the Goods:
1.5.1. to make it conform with any applicable safety or other statutory requirements; or
1.5.2. to make it reflect changes in the manufacturer's specification.
1.6. We may also have to make other necessary changes in the specification of the Goods from time to time, but these will not reduce the quality or performance of the Goods. Where such changes are substantial, we will notify you in advance to ensure that you still wish to proceed with your Order.

2. DELIVERY

2.1. Once you have satisfied the Conditions, if you have placed your Order in store and the Goods are not available, we will arrange for delivery of the Goods to the store in which you placed your Order for your collection. We will notify you when ready following which you must collect the Goods during normal store opening hours within five working days. If you do not collect it within this period you will need to contact us to reorder. When you collect it you must bring suitable identification to show you are the person who placed the Order (your passport, driving licence, credit/debit card or two recent utility bills are acceptable).
2.2. Once you have satisfied the Conditions, if you have placed your Order over the phone or online, we will arrange for delivery of the Goods to you at the address (which must be within the UK) at which you were credit checked ("Delivery Address") and we cannot deliver to any other address. You must be there to accept the delivery of the Goods. If you are not, we will arrange for our courier to leave a card with details of how to arrange for it to be redelivered or collected. If you are unable to contact them as advised, please call us on 0870 111 6565, contact us by filling in the online form at www.carphonewarehouse.com/contactus or write to us at The Carphone Warehouse Tracking, PO Box 375, Southampton SO30 2PU.
2.3. We will aim to deliver to store within two working days or to your Delivery Address within five working days of satisfaction of the Conditions, however, this is an estimate and we shall not be liable for late delivery or receipt.
2.4. We may at our discretion provide or deliver the Goods before you have satisfied the Conditions.

3. CHARGES AND TERMS OF PAYMENT

3.1. The price of the Goods and delivery charges (if applicable) shall be our quoted price (which we can change in the case of an error) or, where no price has been quoted (or a quoted price is no longer valid), the price listed in our published price list current at the date we accept your order. For the avoidance of doubt, the date that we accept your Order shall be the date that we provide or dispatch the Goods to you.
3.2. Unless you have entered a Credit Agreement, you shall pay the full price of the Goods and delivery charges (if applicable), at the time of Order. If you have entered a Credit Agreement, you shall pay any one-off upfront payment for the Goods and delivery charges (if applicable), at the time of Order. You cannot pay by cheque.

4. DEFAULT UNDER, CANCELLATION AND TERMINATION OF YOUR MOBILE CONTRACT, TALK CONTRACT, BROADBAND CONTRACT OR ACCESS CONTRACT
4.1. Where you have received your Goods free or at a discount and (i) you have not been connected to your mobile phone or broadband services or fully provisioned with your fixed broadband service, for whatever reason, within 60 days of you placing your Order, (ii) you move onto a tariff which offers a lower rate monthly subscription during the minimum contract period of your Mobile Contract, Talk Contract, Broadband Contract or Access Contract (the "Minimum Period"), (iii) your network provider ends the Mobile Contract, Talk Contract, Broadband Contract or Access Contract in accordance with its terms (including not limited to where you have failed to fulfil your payment obligations during the Minimum Period) or (iv) you end the Mobile Contract, Talk Contract, Broadband Contract or Access Contract for any reason within your Minimum Period, unless you have paid the monthly (or other periodic) charges for the remaining Minimum Period, you must either:
4.1.1 return the Goods to us within 14 days of our request by sending them special delivery to Direct Returns, CPW Logistics Centre, Bilston Road, Wednesbury, West Midlands, WS10 7JN; or
4.1.2 keep the Goods, (which you will be deemed to have chosen to do if you do not return the Goods within such 14 day period) in which case you agree to pay us the amount of the discount being the standard retail price of the Goods at the time of placing your Order less any amount paid by you for the Goods on Order (the "Outstanding Amount").
4.2 You may pay the Outstanding Amount either (i) as one single lump sum payment (a "Lump Sum Payment"); or (ii) in monthly instalments as agreed between us ("Instalment Payments"). Whether you choose Lump-Sum Payment or Instalment Payments, any sums due will be invoiced as we advise and you must pay the invoiced amount within 14 days of the date of the invoice.
4.3 Where you have notified us that you wish to take advantage of the Instalment Payments, you may be required to enter into a Consumer Credit Agreement within 14 days of being sent the necessary documentation. Where you have not done so, or where you enter into the Consumer Credit Agreement but subsequently take advantage of any statutory right to cancel any such agreement, you will be required to pay us the Outstanding Amount as a Lump Sum Payment in accordance with clause 4.2 above.

5. CANCELLATIONS AND COOLING-OFF PERIODS

5.1. Subject to the following provisions of this clause 5, if you are a consumer customer who has entered into the Agreement at a distance, i.e. online or via the telephone, you may cancel the Agreement at any time up to the later of :
5.1.1. 7 working days from the day after receipt of the Goods;
5.1.2. 7 working days from the day you receive the Agreement; or
5.1.3. 14 days from the day after you sign the Agreement;
(the "Trial Period") as long as you notify us that you wish to cancel the Agreement within the Trial Period by contacting us by calling us on 0870 111 6565, using the online form at www.carphonewarehouse.com/contactus or by writing to us at The Carphone Warehouse Customer Care, PO Box 374, Southampton SO30 2PT. A working day is any day except Saturday, Sunday and UK public holidays. If you do not exercise your right to cancel within the Trial Period, you will lose any right of cancellation and remain bound by the Agreement Any sums paid by you for the Goods (either on Order or under any Credit Agreement) and any delivery charge (less our costs if we have to collect the Goods from you under clause 5.5) will be refunded by us within 30 days. Please note that if you cancel the Agreement during or after the Trial Period, you will not be entitled to cancel any Mobile Contract, Talk Contract, Broadband Contract, Access Contract or Premises Equipment Contract unless and only to the extent that the "cooling-off" periods in respect of the services and/or goods provided under such contracts have not expired.
5.2. Please note that any right to cancel software that is supplied on CD, DVD or other similar storage devices is lost if the software is unwrapped.
5.3. If you cancel the Agreement during the Trial Period, you must return your Goods undamaged. CPW will arrange for collection of the Goods by us or someone on our behalf at no charge. Please ensure that you also enclose the original packaging.
5.4. You shall be under a duty to take reasonable care of the Goods until received or collected by us (if applicable) and it is your responsibility to ensure that the Goods are not damaged whilst in transit using means arranged by you. Although you are entitled to examine the Goods as you would in a shop, if you use the Goods during the Trial Period, you may lose your right to cancel. Use would include, but would not be limited to, the installation and/or use of any software (including games), connecting to and/or accessing the internet or downloading, or using any of the functions of the Goods for example amending settings, saving any data or using an application. We reserve the right to charge you for the value of any Goods returned which have been used or damaged whilst in your possession, up to the full cost price of the Goods.
5.5. Please note that if you do not allow collection of the Goods on our request or otherwise return the Goods, we shall be entitled to charge you for the cost of collecting the Goods (which might be substantial) or for the value of the missing items or damaged items, up to the full cost price of the Goods. You must make the Goods available for collection on our request.

6. RISK AND PROPERTY
6.1. Once the Goods has been received by you, all risk of damage to, or loss of, the Goods shall pass to you.
6.2. Irrespective of delivery and the passing of risk in the Goods, or any other provision of these conditions, the ownership of the Goods shall not pass to you until you have fully satisfied all the Conditions.
6.3. Until such time as the ownership of the Goods passes to you, you shall hold it on our behalf and keep it safe and identified as our property.
6.4. Until such time as the ownership of the Goods passes to you, we shall, subject to clause 6.5 below, be entitled to ask you to return the Goods to us.
6.5. We agree that we will not exercise our right under clause 6.4 where you have fully satisfied all the Conditions.

7. WARRANTIES AND REPLACEMENTS
7.1. Subject to the clauses set out below, the Goods, where new, is sold with the benefit of and subject to the terms, standard warranties and guarantees as given by the Manufacturer.

8. LIABILITY
8.1. Nothing in these Terms and Conditions shall exclude or limit liability for death or personal injury resulting from our negligence or that of our servants, agents or employees.
8.2. We shall not be liable in certain circumstances for example (but not limited to) where the causes or potential causes of the loss:
8.2.1. were not reasonably foreseeable by both parties; &/or
8.2.2. were known by you to the exclusion of us at the time that the Agreement was entered into; &/or
8.2.3. arose from the use of the Goods other than in a domestic, non commercial, non research environment in a manner which is consistent with the specification, functionality & service standards described in the Good's description as supplied to you by us or the Manufacturer.
8.2.4. were reasonably foreseeable & preventable by you such as those arising from, but not limited to:
8.2.4.1. data or information loss caused by failing to keep back up copies of important data on separate media; or
8.2.4.2. virus damage; or
8.2.4.3. user inflicted problems such as those caused by failure to read &/or follow user instructions provided by us or the Manufacturer.
8.3. Except under clause 8.1, our liability in contract, tort, negligence, pre-contract or other representations or otherwise arising out of or in connection with these Terms and Conditions or the performance or observance of our obligations under these Terms and Conditions and every applicable part of it shall be limited to the higher of the price of the Goods plus any delivery charge or £500.
8.4. In any event, we shall not be liable to you under, or in connection with these Terms and Conditions in contract, tort, negligence, pre-contract or other representations or otherwise for any loss of business, contracts, profits or anticipated savings or for any indirect or consequential economic loss whatsoever.
8.5. Each provision of this Clause 8 excluding or limiting liability shall be construed separately, applying and surviving even if for any reason one or other of these provisions is held inapplicable or unenforceable in any circumstances.

9. YOUR PERSONAL DATA
9.1. We respect your personal information and undertake to comply with applicable Data Protection legislation in place from time to time.
9.2. We may hold information that you provide to us (such as on an application or registration form) or that we may obtain from another source (such as the Manufacturer, your network provider, your telephone provider, your access provider, your premises equipment provider and any other of our suppliers, marketing organisations or credit reference agencies). This information ("Your Information") may include your name, address, date of birth, gender, telephone numbers, email address, bank and credit/debit card information, occupation and employment data, lifestyle information and details of how you use our products and services together with general information about the way you pay and manage your relationship with us.
9.3. We may share Your Information with the Manufacturer in order for the Manufacturer to be able to fulfil its or our obligations to you, including but not limited to collection of the Goods and the fulfilment of any warranties which may entail the transfer of Your Information out of a jurisdiction which has strong data protection and privacy laws to one which does not regulate data protection and privacy in the same way (a "Third Country"). All transfers of data will be made in compliance with applicable law and where the transfer is to a Third Country, we or the Manufacturer, where necessary, will implement appropriate contractual provisions to safeguard Your Information against accidental loss, destruction, damage, alteration or disclosure.
9.4. We may share Your Information with: companies within The Carphone Warehouse Group PLC group of companies which includes without limitation our fixed-line telephony and insurance companies ("CPW Group") and any company or other entity in which CPW Group owns (directly or indirectly) more than 15% of the issued share capital for the purposes described in these terms and conditions; and in the event that we undergo re-organisation or are sold to a third party you agree that Your Information may be transferred to that re-organised entity or third party for the purposes and subject to the terms of the Agreement. In addition, we may share Your Information with a third party insurance company if you decide to take out insurance with them through us.
9.5. Your Information may be held and used by us for a number of purposes and we may use third parties to support us with purposes which include, without limitation:
9.5.1. processing your orders or applications; administering your account and billing; settling accounts with those who provide related services to us; disclosing your data to bank and debit and credit card companies to validate your debit or credit card details; dealing with requests, enquiries or complaints and other customer care related activities; debt recovery (also using recovery agents and agents facilitating to contact you) and legal actions and all other general administrative and business purposes;
9.5.2. carrying out market and product analysis of Your Information to develop and improve and to tell you about CPW Group's products and services, new developments, special offers, discounts and awards which we believe may be of personal interest to you. We may also use Your Information for the purpose of testing our internal systems and developing new products and services. We may tell you by automated means or otherwise, including by email, fax, mobile text message, MMS, telephone, post and via world wide web, WAP and similar sites subject to any preferences indicated by you at the time you apply to enter into the Agreement or subsequently; contacting you about the products and services of carefully selected third parties and allowing you to receive advertising and marketing information from those selected third parties but without passing control of Your Information to the third party concerned;
9.5.3. passing on data to organisations from which you have ordered any products and services; registering your details and allocating or offering you rewards, discounts or other benefits and fulfilling any requests or requirements you may have in respect of our and our group companies' loyalty or reward programmes and other similar schemes;
9.5.4. carrying out any activity or disclosure in connection with a legal, governmental or regulatory requirement on us or in connection with legal proceedings, and for the prevention and detection of crime or fraud and the prosecution of offenders or suspected offenders; or
9.5.5. carrying out activities connected with the running of our business such as personnel training, quality control, network monitoring, testing and maintenance of computer and other systems and in connection with the transfer of any part of our business in respect of which you are a customer or a potential customer.
9.6. You agree to the disclosure by us of the following information to any telecommunications company, debt collection agency, credit reference agency, credit or fraud monitoring scheme, credit provider or security agency:
9.6.1. any information relating to your contract with us including details of how you conduct your account and your obligations to us and your personal financial information;
9.6.2. any information which is covered by our registration under the Data Protection Act 1998 as amended from time to time; and
9.6.3. any information which we are required by an order of any court of competent jurisdiction or by statutory authority to disclose.
9.7. It may also be necessary for us to carry out anti-fraud, credit and identity checks on you to help decide whether to accept your application or future applications, to verify your identity and to protect our legitimate interests. We may contact third parties, for example your employer or bank, to verify the details you provide. Any information obtained in such checks will be kept by such fraud prevention, credit reference and identity check agencies, may be seen by other organisations which make searches in the future and may be used by us or third parties to assessing applications for credit from you and other members of your household and for debt tracing, crime and fraud detection and prevention and credit management purposes. The fact that such checks have been made may be taken into account by other lenders in assessing further applications for finance from you and other members of your household. You further agree that we may use Your Information for operating a publicly accessible directory service.
9.8. A comprehensive description of how we use personal information is publicly available from the Information Commissioner - please see www.dataprotection.gov.uk.
9.9. If you would like us to tell you what information we hold about you, please write to: The Data Protection Office, The Carphone Warehouse Limited at 1 Portal Way, London, W3 6RS. We may charge a £10.00 administration fee; please quote your mobile and/or account number on all requests. You can also call us on 0870 111 6565 to correct or update any inaccurate or incomplete information and to advise us of any preferences you may have concerning how you can be contacted for marketing purposes or to indicate your preferences for directory entries.
9.10. If you do not wish your details to be used for the purposes described in Clauses 9.2 please write to us c/o Data Protection Office, The Carphone Warehouse Limited, 1 Portal Way, London W3 6RS stating your full name, address, account number and mobile phone number. Please note: this will not affect any marketing consent which you have already given to any of the companies referred to in Clause 9.4 in respect of agreements relating to other products and/or services.
9.11. Subject to your rights of objection set out in this clause, and your right of objection in the registration process, you agree that you consent to us, CPW Group or third parties contacting you for any of the above purposes whether by telephone, email, SMS or in writing and you confirm that you do not consider any of the above as being a breach of any of your rights under The Privacy and Electronic Communications (EC Directive) Regulations 2003.
9.12. You should be aware that if we are requested by the police or any regulatory government authority investigating suspected illegal activities to provide your user information or information concerning your activities whilst using the Service we shall do so. We also reserve the right to disclose individually identifiable information to third parties where a complaint arises concerning your use that is deemed by us to be inconsistent with these terms.
9.13. We may disclose to third parties aggregated data to the use of the Goods provided that a single individual is not identifiable in such data.

10. GENERAL
10.1. If you need to send notices to us these must be in writing and must be (i) sent by first class post to Carphone Warehouse Customer Care, PO Box 374, Southampton SO30 2PT or (ii) sent by email using the online form at www.carphonewarehouse.com/contactus. If we need to send notices to you these must be in writing and can be (i) delivered by hand or sent by first class post to your address as given to us during the order process or any other address that you supply to us, or (ii) sent by e-mail, which must be sent to you at the e-mail address given to us during the order process or any other e-mail address that you supply to us. Notices sent by first class post will be deemed to have been delivered 48 hours after posting and notices delivered by hand or e-mail shall be deemed to have been delivered the day after the day the notice is sent.
10.2. If you break the Agreement, and we choose to overlook it, we can still end it if you break the Agreement again and vice versa.
10.3. If either of us cannot do what we have promised in the Agreement because of something beyond our reasonable control such as lightning, flood, exceptionally severe weather, fire, explosion, war, civil disorder, industrial disputes, acts or omissions of persons for whom we are not responsible (including other telecommunication providers), or acts of local or central Government or other competent authorities, such party will not be liable for this.
10.4. We have in place a complaints process. You may contact us with any complaints by calling us on 0870 111 6565, using the online form at www.carphonewarehouse.com/contactus or by writing to us at The Carphone Warehouse Customer Care, PO Box 374, Southampton SO30 2PT.
10.5. Third parties cannot benefit from the Agreement under The Contracts (Rights of Third Parties) Act 1999.
10.6. The Agreement is supplied only in the English language and both we and you agree to communicate only in the English language.
10.7. The Agreement shall be governed by the law of the relevant part of the United Kingdom and you agree to submit to the exclusive jurisdiction of the English courts.
10.8. Each of the clauses of the Agreement shall be construed separately and independently of each other and the invalidity of any one part shall not affect the validity of any other part.
10.9. Calls to our telephone numbers will be charged at standard rates and may be monitored or recorded.
10.10. Clauses of the Agreement which are either expressly stated or it can reasonably be implied that they are intended to survive any termination or expiration of the Agreement, shall continue to bind the parties & their permitted successors & assigns, including but not limited to clauses 1.3, 5, 6, 8, 9, 10.7 and 10.10.
10.11. As a consumer, you have certain statutory rights. The Agreement is intended to comply with all of those rights. However, in the event that any uncertainty arises, your statutory rights will take priority over the Agreement.

19 May 2008