Download pdf version here
Terms & Conditions of Supply
1. Agreement. This is a binding agreement under the jurisdiction of English Law, in ‘plain’ English. ‘Us’ or ‘our’ means Talking Point.biz. ‘You’ or ‘your’ means you the ‘Reseller’/your company. ‘We’ means both parties.
2. Overview. Our SIM cards are supplied on a consignment basis, on sale or return, that they are positioned and promoted for re-sale by you. You will provide to genuine users who will top them up, then use them in the course of normal usage. The networks pay an incentive called a retrospective commission or ‘retro’, to manage this process. This amount is published on our price list available from our website and on the website every month. We will pass this on to you for facilitating the initial top-up and activation of the SIM cards, and taking part in our network of resellers. All parties understand and agree that the SIMs cost TP, £2 per SIM including purchase, kitting, processing, marketing, distribution, shipping and business costs), therefore to make it a profitable business for all, we are aiming for a high percentage top-up and activation. Because of the small values and quantities concerned, commissions are paid monthly or quarterly, depending on criteria. The below sets out how it works.
3. Undertaking. You agree that as a reseller you undertake to make best endeavours in the re-sale of the Packs, to find genuine customers who will top-up multiple times. A top-up is defined as a valid credit balance payment to a SIM card, which when used for the first time creates an ‘activation’. Due to the cost of our stock management, merchandising, point of sale, ‘point of presence’ (stand/ plaque/ branding), information, web tools, support and sales leads, it is a solus arrangement. You also agree not to offer un-activated SIMs; a. as a free incentive or promotion, b. as a free component, even with a mobile phone, c. as a BOGOF (buy one get one free) or similar, d. as trade sales (defined as 5+), e. We will promote these terms, and we will record details of customer sales and activations, which will be provided on request.
4. Criteria. To accept your business as an active account, we must; a. have a completed application form, b. be able to contact you by your registered landline telephone at the number given, c. that your address, name or associates, does not appear on our declined customer list or as one held by the networks, business or official agencies on a ‘do not trade list’ or similar, d. have an appropriate UK retail place of business, e. your order meets our criteria based on; your sales run rate, exceeds our minimum order quantity, you have ordered quarterly, have a live account, meeting our quarterly minimum volume criteria (net of any returns), f. display the stock and a point of presence, g. must have a bank or validated PayPal account in your name. Note; we reserve the right to refuse an order at our sole discretion.
5. Payments. Activation data is available approximately 6 weeks after the end of the period of activation. Your periodical cycle will start at the beginning of the month of first order. Quarterly for less than 150 activations per quarter, monthly for more than. A statement will be provided for you to invoice, paid on 30 days from receipt. Any un-activated stock, at the cost of £1 + vat per SIM will be netted against the activations made, to cover the cost of those un-activated. If the amount is less than £ 150, we reserve the right to roll this amount over to the next payment or until it exceeds that amount. Commissions will be paid up to the end of the second full quarter (up to 9 months) after supply. Any monies outstanding may be ‘contra’d’ against monies due.
6. Returns. Any SIMs which are ‘overstocked’ or no longer required may be returned by you at any time, which will increase net commission due. However, return, then re-order across the period end will not be allowed. Our consignment stock must be returned to us (at our expense), if requested.
7. Ownership, title, purpose and use. Note; All SIM cards (and their mobile numbers) remain the property of the networks/Ofcom at all times, and the following is forbidden; a. searching for memorable numbers, b. dishonoured top-up payments, c. using credit up on premium number lines or text rebates, d. pre-activation of any sort, or activity which may appear as systematic or un-natural, including an over speed connecting rate, e. breaking of pack seals prior to immediate end-user use, even for testing, f. use in gateways, un-approved tethered device, personal computers (unless a Broadband data SIM), switches or SIM ‘boxes’. g. generating PACs, h. only receiving texts or calls, i. use in a device that cannot make an outgoing call or text, j. for obtaining access or offer codes, k. re-programming or testing, l. for export (without prior permission), m. for use of more than 4 per household (without prior permission), n. high percentages of Non Subsequent Top-up (NST) and Non Active Customers (NAC).
8. Penalties or ‘clawbacks’. In the event that SIMs are used incorrectly, network distribution, can withhold or clawback previously paid commission (if necessary by offsetting against future payments) and can make a charge to redeem the cost of manufacture and distribution from us (at their sole discretion). This is called a ‘clawback’. Clawback activations will be deducted from payments and then will fall into un-activated stock. For any reason we do not get paid, we cannot pay you.
9. Breach of purpose. Any of the above activity is a breach of purpose and commission cannot be paid on these SIMs, or may become a clawback. At our discretion, commissions may be withheld (for up to six months), while clawback matters are resolved. An administration charge of £1 + vat per SIM will be applied to any clawbacks.
10. Variation. Can only be agreed by us in writing, when signed by a director or principle.
11. Cancellation. Either party may terminate the agreement immediately if there is a breach of the agreement. 30 days notice may be given otherwise. At this, it is agreed that all SIMs and point of presence items will be returned, which will be at the expense of the cancelling party. Commissions will be payable to the end of the next full period quarter after termination, subject to the above terms.
Copyright TalkingPoint.biz 2007-13 V7.1 E & O.E.