Bespokelink Limited LLC will be referred to as “BLL” thorough out this document.

BLL has developed its own telecommunications Infrastructure and are supplier of telecommunications and information technology products and services.

End-User is a legal entity that has subscribed with BLL. This could be company, Agents or Individual

The End-User wishes to purchase or use freely the products and/or services from BLL


By accepting this Agreement, either by accessing or using a Service, or authorizing or permitting any Agent or End- User to access or use a Service, You agree to be bound by this Agreement. If You are entering into this Agreement on behalf of a company, organization or another legal entity (an “Entity”), You are agreeing to this Agreement for that Entity and representing to BLL that You have the authority to bind such Entity and its Affiliates to this Agreement, in which case the terms “Subscriber,” “You,” “Your” or a related capitalized term herein shall refer to such Entity and its Affiliates. If You do not have such authority, or if You do not agree with this Agreement, You must not accept this Agreement and may not use any of the Services.


When used in this Agreement with the initial letters capitalized, in addition to the terms defined elsewhere in this

Agreement, the following terms have the following meanings:

Account: means any accounts or instances created by or on behalf of Subscriber or its Agents within the Services.

Affiliate: means, with respect to a Party, any entity that directly or indirectly controls, is controlled by, or is under common

control with such Party, whereby “control” (including, with correlative meaning, the terms “controlled by” and “under

common control”) means the possession, directly or indirectly, of the power to direct, or cause the direction of the

management and policies of such person, whether through the ownership of voting securities, by contract, or otherwise.

Agent: means an individual authorized to use a Service through Your Account as an agent and/or administrator as identified

through a unique login.

Agreement: means the Master Subscription Agreement together with any and all Supplements, Critical Information

Summaries, Additional Terms and Order Forms.

API: means the application programming interfaces developed and enabled by BLL that permit Subscribers to access certain

functionality provided by the Services, including, without limitation, the REST API that enables the interaction with the

Services automatically through HTTP requests and the application development API that enables the integration of the

Services with other web applications.

Associated Services: means products, services, features and functionality designed to be used in conjunction with the

Services but not included in the Service Plan to which You subscribe, including, without limitation, integrations and

applications created or developed by BLL or third party affiliates which are expressly stated to be governed by this

Agreement. For avoidance of doubt, none of the Services or any other product, service, feature or functionality that is

expressly stated to be governed by any alternative license, agreement or terms shall be deemed an Associated Service.

Beta Services: means a product, service or functionality provided by BLL that may be made available to You to try at Your

option at no additional charge which is clearly designated as beta, pilot, limited release, non-production, early access,

evaluation or by a similar description.

Business Day: means a day that is not a Saturday, Sunday or public holidays

Confidential Information: means all information disclosed by You to BLL or by BLL to You which is in tangible form and

labeled “confidential” (or with a similar legend) or which a reasonable person would understand to be confidential given the

nature of the information and circumstances of disclosure, including, but not limited to, information relating to BLL security

policies and procedures. For purposes of this Agreement, this Agreement as well as Service Data shall be deemed

Confidential Information. Notwithstanding the foregoing, Confidential Information shall not include information that (a) was

already known to the receiving Party at the time of disclosure by the disclosing Party; (b) was or is obtained by the receiving

Party by a third party not known by the receiving Party to be under an obligation of confidentiality with respect to such

information; (c) is or becomes generally available to the public other than by violation of this Agreement or another valid

agreement between the Parties; or (d) was or is independently developed by the receiving Party without use of the

disclosing Party’s Confidential Information.

Consulting Services: means consulting and professional services (including any training, success or implementation services)

provided by BLL or its authorized subcontractors as indicated on an Order Form or other written document such as a

statement of work “SOW”, as defined below.

Charges: means the fees payable by the Customer to BLL for Services provided under this Agreement or any relevant Service

Schedules or Service Orders, including any Fixed Term Charge.

Directive: means Directive 95/46/EC on the protection of individuals with regard to the processing of Personal Data and on

the free movement of such data.

Documentation: means any written or electronic documentation, images, video, text or sounds specifying the functionalities

of the Services or describing Service Plans, as applicable, provided or made available by BLL to You in the applicable BLL

help center(s); provided, however, that Documentation shall specifically exclude any “community moderated” forums as

provided or accessible through such knowledge base(s).

Master Service & Subscription AgreementMaster Service & Subscription Agreement

End-User: means any person or entity other than Subscriber or Agents with whom Subscriber or its Agents interact using a


GST has the same as in A New Tax System (Goods and Services Tax) Act 1999 (Cth).

Infrastructure: means the infrastructure owned by the BLL used in conjunction with the provision of the Services, including

network access equipment, billing systems and related rights and technology.

International Services means BLL’s international long distance telephony services for calls originating in your country and

terminating outside your country.

Mobile Services means mobile telephony services utilising cordless cellular technology and includes handsets and Dealer

hardware provided by or on behalf of BLL from time to time.

National Services mean BLL’s long distance telephony services for calls which originate and terminate within your area of service,

excluding local calls.

Net Billed Revenue means the amount collected from Customers by BLL (after the deduction of applicable discounts) for

Services in a calendar month.

Order Form: means any of Our generated service order forms executed or approved by You with respect to Your subscription

to a Service, which form may detail, among other things, the number of Agents authorized to use a Service under Your

subscription to a Service and the Service Plan applicable to Your subscription to a Service.

Other Services: means third party products, applications, services, software, products, networks, systems, directories,

websites, databases and information which a Service links to, or which You may connect to or enable in conjunction with a

Service, including, without limitation, Other Services which may be integrated directly into Your Account by You or at Your


Personal Data: means any information relating to an identified or identifiable natural person where an identifiable person is

one who can be identified, directly or indirectly, in particular by reference to an identification number or to one or more

factors specific to their physical, physiological, mental, economic, cultural or social identity.

Personnel: means employees and/or non-employee service providers and contractors of the BLL engaged by the BLL in

connection with performance hereunder.

Processing/To Process/Processed: means any operation or set of operations which is performed upon Personal Data,

whether or not by automatic means, such as collection, recording, organization, storage, adaptation or alteration, retrieval,

consultation, use, disclosure by transmission, dissemination or otherwise making available, alignment or combination,

blocking, erasure or destruction.

Service(s): means the products and services that are ordered by You online through a link or via an Order Form referencing

this Agreement, whether on a trial or paid basis, and made available online by Us, via the applicable subscriber login link

and other web pages designated by Us, including, individually and collectively, the applicable Software, Updates, API,

Documentation, and all applicable Associated Services that You have purchased or deployed or to which You have

subscribed.“Services” exclude Other Services as that term is defined in this Agreement. From time to time the names and

descriptions of the Services or any individual Service may be changed. To the extent Subscriber is given access to such

Service as so described by virtue of a prior Order Form or other prior acceptance of this Agreement, this Agreement shall be

deemed to apply to such Service as newly named or described.

Service Data: means electronic data, text, messages, communications or other materials submitted to and stored within a

Service by You, Agents and End-Users in connection with Your use of such Service, which may include, without limitation,

Personal Data.

Service Plan(s): means the packaged service plan(s) and the functionality and services associated therewith (as detailed on

the Site applicable to the Service) for the Services to which You subscribe.

Site: means a website operated by the BLL, including, as well as all other websites that the BLL

operates.Software: means software provided by BLL (either by download or access through the internet) that allows Agents or End-

Users to use any functionality in connection with the applicable Service.

Subscription Term: means the period during which You have agreed to subscribe to a Service with respect to any individual


Supplemental Terms: means the additional terms and conditions that are (a) contained in this Agreement under the Section

entitled, “Supplemental Terms and Conditions” which apply and are incorporated into this Agreement with certain Services,

features, or functionality; (b) included or incorporated on an Order Form (e.g. when a Deployed Associated Service is

purchased); or (c) applicable to Consulting Services when purchased by You.

Telephone system: means the network access equipment installed at a Customer’s premises.

Usage Data: means aggregated encoded or anonymized data that the BLL may collect about a group or category of services,

features or users while You, Your Agents or End-Users use a Service for certain purposes, including analytics, and which does

not contain Personal Data.

“We,” “Us” or “Our”: means BLL as defined below.

BLL: means Bespokelink Limited LLC, International business, or any of its successors or assignees.


In the interpretation of this Agreement, the context or subject matter otherwise require:

  1. singular includes plural and vice versa;
  2. any gender includes every gender;
  3. a reference to a person includes corporations, trusts, associations, partnerships, a Government Authority, and other legal entities, and where necessary, include successor bodies;
  4. References to writing include printing, typing. facsimile and other means of representing or reproducing words, figures, drawings or symbols in a visible and tangible form, in English;
  5. references to signature and signing include due execution of a document by a corporation or other relevant entity;
  6. references to months mean calendar months;
  7. references to statutes include statutes amending, consolidating or replacing the statutes referred to and all regulations, orders-in-council, rules, by-laws and ordinances made under those statutes;
  8. references to sections of statutes or terms defined in statutes refer to corresponding sections or defined terms in amended, consolidated or replacement statutes;
  9. headings and the table of contents are used for convenience only and are to be disregarded in the interpretation of this Agreement;
  10. where any word or phrase is given a defined meaning, another grammatical form of that word or phrase has a corresponding meaning;
  11. each paragraph or sub-paragraph in a list is to be read independently from the others in the list;
  12. a reference to an agreement or document is to that agreement or document as amended, novated, supplemented or replaced from time to time;
  13. a reference to a party includes that party’s executors, administrators, substitutes, successors and permitted assigns;
  14. if BLL has a right to approve, consent to or otherwise exercise a discretion under or vary the terms of this Agreement or any arrangement referred to in this Agreement, BLL may do so as it thinks fit (in its absolute discretion) unless expressly otherwise required by this Agreement; and
  15. Any approval, consent, variation or other such action notified by BLL, unless otherwise stated in such notice or required by this Agreement, take immediate effect.


This Internet Web site (the “Site”) is operated by Bespokelink Limited LLC. BLL provides the Site and access to the Site, subject to the following terms and conditions (“Terms and Conditions”). YOUR USE OF THE SITE CONSTITUTES YOUR BINDING ACCEPTANCE OF THESE TERMS. IF YOU DO NOT AGREE WITH THESE TERMS, PLEASE IMMEDIATELY DISCONTINUE YOUR USE OF THE SITE.

1.1 During the Subscription Term and subject to compliance by You, Agents and End-Users with this Agreement, You have the limited right to access and use a Service consistent with the Service Plan(s) that You subscribe to, together with all applicable Deployed Associated Services, for Your internal business purposes. We will (a) make the Services and Service Data available to You pursuant to this Agreement and the applicable Order Forms; (b) provide applicable standard customer support for the Services to You at no additional charge as detailed on the applicable Site and Documentation and/or upgraded support if purchased; (c) use commercially reasonable efforts to make the Services available 24 hours a day, 7 days a week, except (i) during planned downtime for upgrades and maintenance to the Services (of which We will use commercially reasonable efforts to notify You in advance both through Our Site and a notice to Your Account owner and Agents) (“Planned Downtime”); and (ii) for any unavailability caused by circumstances beyond Our reasonable control, including, for example, an act of God, act of government, flood, fire, earthquake, civil unrest, act of terror, strike or other labor problem (other than one involving Our employees), Internet service provider failure or delay, Other Services, or acts undertaken by third parties, including without limitation, denial of service attack.

1.2 Your right to access and use the API is also subject to the restrictions and policies implemented by BLL from time to time with respect to the API as set forth in the Documentation or otherwise communicated to You in writing.

1.3 A high speed dedicated Internet connection is required for proper transmission of the Services. You are responsible for procuring and maintaining the network connections that connect Your network to the Services, including, but not limited to, “browser” software that supports protocols used by BLL, including the Transport Layer Security (TLS) protocol or other protocols accepted by BLL, and to follow procedures for accessing services that support such protocols. We are not responsible for notifying You, Agents or End-Users of any upgrades, fixes or enhancements to any such software or for any compromise of data, including Service Data, transmitted across computer networks or telecommunications facilities (including but not limited to the Internet) which are not owned, operated or controlled by BLL. We assume no responsibility for the reliability or performance of any connections as described in this section.

1.4 In addition to complying with the other terms, conditions and restrictions set forth below in this Agreement, You agree not to (a) license, sublicense, sell, resell, rent, lease, transfer, assign, distribute, time share or otherwise commercially exploit or make the Services available to any third party, other than authorized Agents and End-Users in furtherance of Your internal business purposes as expressly permitted by this Agreement; (b) use the Services to Process data on behalf of any third party other than Agents or End-Users; (c) modify, adapt, or hack the Services or otherwise attempt to gain unauthorized access to the Services or related systems or networks; (d) falsely imply any sponsorship or association with BLL (e) use the Services in any unlawful manner, including, but not limited to, violation of any person’s privacy rights; (f) use the Services to send unsolicited or unauthorized bulk mail, junk mail, spam, pyramid schemes or other forms of duplicative or unsolicited messages; (g) use the Services to store or transmit files, materials, data, text, audio, video, images or other content that infringes on any person’s intellectual property rights; (h) use the Services in any manner that interferes with or disrupts the integrity or performance of the Services and its components; (i) attempt to decipher, decompile, reverse engineer or otherwise discover the source code of any Software making up the Services; (j) use the Services to knowingly post, transmit, upload, link to, send or store any content that is unlawful, racist, hateful, abusive, libelous, obscene, or discriminatory; (k) use the Services to store or transmit any “protected health information”, unless expressly agreed to otherwise in writing by BLL; (l) use the Services to knowingly post transmit, upload, link to, send or store any viruses, malware, Trojan horses, time bombs, or any other similar harmful software (“Malicious Software”); (m) use or launch any automated system that accesses a Service (i.e., bot) in a manner that sends more request messages to a Service server in a given period of time than a human can reasonably produce in the same period by using a conventional on-line web browser; or (n) attempt to use, or use the Services in violation of this Agreement.

1.5 You are responsible for compliance with the provisions of this Agreement by Agents and End-Users and for any and all activities that occur under Your Account, as well as for all Service Data. Without limiting the foregoing, You are solely responsible for ensuring that use of the Services to store and transmit Service Data is compliant with all applicable laws and regulations as well as any and all privacy policies, agreements or other obligations You may maintain or enter into with Agents or End-Users. You also maintain all responsibility for determining whether the Services or the information generated thereby is accurate or sufficient for Your purposes. Subject to any limitation on the number of individual Agents available under the applicable Service Plan(s) to which You subscribed or applicable Deployed Associated Service, access to and use of the Services is restricted to the specified number of individual Agents permitted under Your subscription to the applicable Service. You agree and acknowledge that each Agent will be identified by a unique username and password (“Login”) and that an Agent Login may only be used by one (1) individual. You will not share an Agent Login among multiple individuals. You and Your Agents are responsible for maintaining the confidentiality of all Login information for Your Account.

1.6 In addition to Our rights as set forth in Sections 2, We reserve the right, in Our reasonable discretion, to temporarily suspend Your access to and use of a Service if We suspect or detect any Malicious Software connected to Your Account or use of a Service by You, Agents or End-Users.

1.7 You acknowledge that BLL may modify the features and functionality of the Services during the Subscription Term.

1.8 You may not access the Services if You are a direct competitor of the BLL, except with BLL’s prior written consent. You may not access the Services for the purposes of monitoring performance, availability, functionality, or for any benchmarking or competitive purposes.

1.9 If You register for a free and/or free trial for any of the Services, We will make such Services available to You on a trial basis and/or free of charge until the earlier of (a) the end of the free and/or trial period for which You registered to use the applicable Service(s); (b) the start date of any subscription to such Service purchased by You for such Service(s); or (c) termination of the trial by Us in our sole discretion. Additional trial terms and conditions may appear on the trial registration web page. Any such additional terms and conditions are incorporated into this Agreement by reference and are legally binding. Please review the applicable Documentation during the trial period so that You become familiar with the features and functions of the Services under applicable Service Plans before You make Your purchase.


1.10 From time to time, We may make Beta Services available to You at no charge. You may choose to try such Beta Services in Your sole discretion. Beta Services are intended for evaluation purposes and not for production use, are not supported, and may be subject to additional terms that will be presented to You. Beta Services are not considered “Services” under this Agreement; however, all restrictions, Our reservation of rights and Your obligations concerning the Service, and use of any Other Services shall apply equally to Your use of Beta Services. Unless otherwise stated, any Beta Services trial period will expire upon the earlier of one year from the trial start date or the date that a version of the Beta Services becomes generally available without the applicable Beta Services designation. We may discontinue Beta Services at any time in Our sole discretion and may never make them generally available. We will have no liability for any harm or damage arising out of or in connection with a Beta Service.

2. Obligation of the End-User

In addition to any other obligations of the End User set forth in this Agreement, the End user shall:

2.1 In exchange for the Network Services provided by BLL, pay the various recurring and non-recurring charges set forth in BLL Service Order, Rate and Service Sheet.

2.2 Make arrangements for and bear all expenses of a data or Internet connection to access the relevant BLL services;

2.3 Coordinate with BLL in the exchange of technical information relating to the interface circuitry and any local interconnect equipment in order for BLL to engineer the necessary interconnect facilities;

2.4 If applicable, be responsible for provisioning all interfaces between the System and the network in which the End-User Facility is located;

2.5 Provide and maintain its own network and network security;

2.6 Grant to BLL Personnel such access to the End-User Facilities and System as may be necessary or appropriate for BLL to perform its obligations under this Agreement;

2.7 Comply with any operational procedures and technical specifications specified in any Service Order or other reasonable directions given by BLL in relation to the Customer’s obligations under this Agreement or a Service Order;

3. Supply of Service and BLL Obligations

3.1 Services supplied or resold by BLL must supply Services specified in a Service Order and in accordance with that Service order, and otherwise on the terms of this Agreement.

3.2 Service Levels. BLL must provide the Services in accordance with the relevant service level agreement specified in the Service Order. The End-User’s sole remedy for failure to meet a service level agreement is the service level rebates specified in the relevant service order, and the End-User waives any right to any additional remedy.

3.3 Use of Services. The End-User must only use the Services in accordance with the terms specified in the Service Order.

3.4 Additional Services. End-User may request additional services that are within the scope of the existing service order. Such requests may be made via Phone or email by the Authorised representative of the End-User.


4.1 Subject to the express permissions of this Agreement, each Party will protect each other’s Confidential Information from unauthorized use, access or disclosure in the same manner as each protects its own Confidential Information, but with no less than reasonable care. Except as otherwise expressly permitted pursuant to this Agreement, each of us may use each other’s Confidential Information solely to exercise our respective rights and perform our respective obligations under this Agreement and shall disclose such Confidential Information (a) solely to the Personnel who have a need to know such Confidential Information for such purposes and who are bound to maintain the confidentiality of, and not misuse, such Confidential Information; (b) as necessary to comply with an order or subpoena of any administrative agency or court of competent jurisdiction; or (c) as reasonably necessary to comply with any applicable law or regulation. The provisions of this Section 4.1 shall supersede any non-disclosure agreement by and between the Parties that would purport to address the confidentiality and security of Service Data and such agreement shall have no further force or effect with respect to Service Data.

4.2 BLL may also obtain other information, including Personal Data, from third parties and combine that with information We collect through Our Services. For example, We may have access to certain information from a third party social media or authentication service if You log into Our Services through such service or otherwise provide Us with access to information from such service. Any access that We may have to such information from a third party social or authentication service is in accordance with the authorization procedures determined by that service. By authorizing Us to connect with a third party service, You authorize Us to access and store Your name, email address(es), current city, profile picture URL, and other Personal Data that the third party service makes available to Us, and to use and disclose it in accordance with this Agreement and the BLL Privacy Policy as in effect from time to time and described below


Each Party shall retain all rights, title and interest in and to all its respective patents, inventions, copyrights, trademarks, domain names, trade secrets, know-how and any other intellectual property and/or proprietary rights (collectively, “Intellectual Property Rights”). The rights granted to You, Agents and End-Users to use the Service(s) under this Agreement do not convey any additional rights in the Service(s) or in any Intellectual Property Rights associated therewith. Subject only to limited rights to access and use the Service(s) as expressly stated herein, all rights, title and interest in and to the Services and all hardware, Software and other components of or used to provide the Services, including all related Intellectual Property Rights, will remain with BLL and belong exclusively to BLL. The BLL shall have a fully paid-up, royalty-free, worldwide, transferable, sub-licensable (through multiple layers), assignable, irrevocable and perpetual license to implement, use, modify, commercially exploit, and/or incorporate into the Services or otherwise use any suggestions, enhancement requests, recommendations or other feedback We receive from You, Agents, End-Users, or other third parties acting on Your behalf. BLL’s other product and service names and logos used or displayed in or on the Services are registered or unregistered trademarks of one or more members (collectively, “Marks”), and You may only use applicable Marks in a manner permitted by Our TM Guideline to identify You as a Subscriber; provided You do not attempt, now or in the future, to claim any rights in the Marks, degrade the distinctiveness of the Marks, or use the Marks to disparage or misrepresent Us, Our services or products.


If You decide to enable, access or use Other Services, be advised that Your access and use of such Other Services are governed solely by the terms and conditions of such Other Services, and We do not endorse, are not responsible or liable for, and make no representations as to any aspect of such Other Services, including, without limitation, their content or the manner in which they handle, protect, manage or Process data (including Service Data) or any interaction between You and the provider of such Other Services. We cannot guarantee the continued availability of such Other Service features, and may cease enabling access to them without entitling You to any refund, credit, or other compensation, if, for example and without limitation, the provider of an Other Service ceases to make the Other Service available for interoperation with the corresponding Service in a manner acceptable to Us. You irrevocably waive any claim against BLL with respect to such Other Services. We are not liable for any damage or loss caused or alleged to be caused by or in connection with Your enablement, access or use of any such Other Services, or Your reliance on the privacy practices, data security processes or other policies of such Other Services. You may be required to register for or log into such Other Services on their respective websites. By enabling any Other Services, You are expressly permitting BLL to disclose Your Login, as well as Service Data as necessary to facilitate the use or enablement of such Other Services.


7.1 All charges associated with Your access to and use of a Service (“Subscription Charges”) are due in full upon commencement of Your Subscription Term, or, with respect to a Deployed Associated Service, at the time such Deployed Associated Service is purchased, subscribed to or otherwise deployed. If You fail to pay Your Subscription Charges or other charges indicated on any Order Form within five (5) business days of Our notice to You that payment is due or delinquent, or if You do not update payment information upon Our request, in addition to Our other remedies, We may suspend or terminate access to and use of such Service by You, Agents and End-Users.

7.2 Subscription charges or payment terms are based on prepaid or post-paid basis in case of post paid End-Users are subjected to credit check carried out by BLL using relevant credit verification authorities and based on which BLL shall decide on payment terms and/or assignment of a credit limit. Fees and charges applicable to your service will commence from the date of service activation. We will email an invoice to you no less frequently than monthly, and you must pay any outstanding fees and charges by the invoice due date. For cases where direct debit authority has been signed, all fees and charges will be billed to your nominated credit card or bank account. If you cancel your credit card authority, or if you do not pay your invoice by the invoice due date, late charge is applicable as per the subscribed service current fees structure.

7.3 If You choose to upgrade Your Service Plan or increase the number of Agents authorized to access and use a Service during Your Subscription Term (a “Subscription Upgrade”), any incremental Subscription Charges associated with such Subscription Upgrade will be prorated over the remaining period of Your then current Subscription Term, charged to Your Account and due and payable upon implementation of such Subscription Upgrade. In any future Subscription Term, Your Subscription Charges will reflect any such Subscription Upgrades.

7.4 No refunds or credits for Subscription Charges or other fees or payments will be provided to You if You elect to downgrade Your Service Plan. Downgrading Your Service Plan may cause loss of content, features, or capacity of the Service as available to You under Your Account, and BLL does not accept any liability for such loss.

7.5 Unless otherwise stated, Our charges do not include any GST, taxes, levies, duties or similar governmental assessments, including value-added, sales, use or withholding taxes assessable by any local, state, provincial or foreign jurisdiction (collectively “Taxes”). You are responsible for paying Taxes, except those assessable against the BLL measured by its net income. We will invoice You for such Taxes if We believe We have a legal obligation to do so and You agree to pay such Taxes if so invoiced.

7.6 If You pay by credit card or certain other payment instruments, the Services provide an interface for the Account owner to change credit card information (e.g. upon card renewal). The Account owner will receive a receipt upon each receipt of payment by the Payment Agent, or they may obtain a receipt from within the Services to track subscription status. You hereby authorize the Payment gateway agent to bill Your credit card or other payment instrument in advance on a periodic basis in accordance with the terms of the Service Plan for the Services and for periodic Subscription Charges applicable to Deployed Associated Services to which You subscribe until Your subscription to the Services terminates, and You further agree to pay any Subscription Charges so incurred. If applicable, You hereby authorize BLL and the Payment Gateway agent to charge Your credit card or other payment instrument to establish such prepaid credit. You agree to promptly update Your Account information with any changes (for example, a change in Your billing address or credit card expiration date) that may occur. The Payment gateway agent uses a third-party intermediary to manage credit card processing and this intermediary is not permitted to store, retain or use Your billing information except to process Your credit card information for the Payment Agent.

7.6 Payments made by credit card, debit card or certain other payment instruments for the BLL Service are billed and processed by BLL’s Payment gateway Agent. To the extent the Payment gateway Agent is not BLL, the Payment gateway Agent is acting solely as a billing and processing agent for and on behalf of BLL and shall not be construed to be providing the applicable Service.

7.7 Invoicing: you will be invoiced monthly via your registered e-mail address that you provided during registration with BLL. If you do not receive your invoice, it is your responsibility to notify BLL immediately. Invoice will be sent either as a pdf or text file. If you request an archived or hard copy invoice additional charges may apply

7.8 For prepaid customers, and to maintain positive account balance, you authorise BLL to automatically deduct money from your nominated credit card or bank account. You can also deposit money into your account by bank transfer to the account number specified by BLL

7.9 We reserve the right to make changes to or close Pricing Plans at our discretion. Any Pricing Plan change that may be detrimental to the customer will be communicated via email to the customers nominated email address a minimum of 21 days before becoming effective.

7.10 If you have authorised payments by credit card, debit authority or other similar methods, payments shall be drawn against your authority when due without further notice to you unless you terminate the payment method by 14 days written notice to BLL. Suspension of the service will occur in the event that your authorised payment method is refused or dishonoured by your nominated financial institution and your account balance falls below predetermined credit limit.


We may, at Our sole discretion, choose to offer credits for the Services in various ways, including but not limited to, coupons, promotional campaigns and referrals. BLL reserves the right to award credits at its sole discretion. Credits have no monetary or cash value and can only be used by You to offset Your subsequent payments of Subscription Charges for the applicable Service. Credits may only be applied to Subscription Charges due for the Service specifically identified by BLL when issuing the credit. Credits can only be used by You and are non-transferable. To the extent that You have been awarded credits, unless the instrument (including any coupon) states an earlier expiration date, credits shall expire and no longer be redeemable three (3) months from the date the credit was issued.


9.1 The parties must exhaust the provisions of this clause 6 before initiating any legal proceedings in court.

9.2 The End-User may lodge a Dispute with BLL by providing written notification outlining the nature of the dispute and the supporting evidence that the Edn-User has based the Dispute on.

9.3 Where a Dispute is lodged against an invoice from the current billing period, The End-User may withhold the disputed amount from the payment due on that invoice. All other undisputed amounts must be paid in full and the End-User’s account must be fully paid up within terms before a Dispute will be accepted by BLL.

9.4 Where a Dispute is lodged against a paid invoice, the End-User must not withhold any further payments or part thereof.

9.5 Disputes related to invoice amounts may only be lodged prior to the invoice’s due date.

9.6 Senior representative resolution: The parties must use their best endeavors and act in good faith to resolve any dispute arising in connection with this Agreement, or Service Order by negotiation between a senior managers of each of them.

9.7 Litigation. If the Senior managers of the parties fail to resolve the dispute within 20 Business Days of notification of the dispute, either party may take such additional action as it deems necessary to resolve the dispute, including initiating legal proceedings


10.1 Either Party may elect to terminate Your Account and subscription to a Service as of the end of Your then current Subscription Term by providing notice, in accordance with this Agreement, on or prior to the date thirty (30) days preceding the end of such Subscription Term. Unless Your Account and subscription to a Service is so terminated, Your subscription to a Service (including any and all Deployed Associated Services) will renew for a Subscription Term equivalent in length to the then expiring Subscription Term. Unless otherwise provided for in an Order Form, the Subscription Charges applicable to Your subscription to a Service for any such subsequent Subscription Term shall be Our standard Subscription Charges for the Service Plan and Deployed Associated Services to which You have subscribed or which You have deployed, as applicable, as of the time such subsequent Subscription Term commences.

10.2 No refunds or credits for Subscription Charges or other fees or payments will be provided to You if You elect to terminate Your subscription to the Service or cancel Your Account prior to the end of Your then effective Subscription Term.

10.3 We reserve the right to modify, suspend or terminate the Services (or any part thereof), Your Account or Your and/or Agents’ or End-Users’ rights to access and use the Services, and remove, disable and discard any Service Data if We believe that You, Agents or End-Users have violated this Agreement. This includes the removal or disablement of Service Data in accordance with Our Copyright Infringement Notice Unless legally prohibited from doing so, We will use commercially reasonable efforts to contact You directly via email to notify You when taking any of the foregoing actions. We shall not be liable to You, Agents, End-Users or any other third party for any such modification, suspension or discontinuation of Your rights to access and use the Services. Any suspected fraudulent, abusive, or illegal activity by You, Agents or End-Users may be referred to law enforcement authorities at Our sole discretion.

10.4 A Party may terminate this Agreement for cause (a) upon thirty (30) days’ written notice to the other Party of a material breach if such breach remains uncured at the expiration of such period; or (b) if the other Party becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors. If this Agreement is terminated by You in accordance with this section, We will, to the extent permitted by applicable law, refund You any prepaid fees covering the remainder of the Subscription Term after the effective date of termination. If this Agreement is terminated by Us in accordance with this section, You will pay any unpaid fees covering the remainder of the Subscription Term pursuant to all applicable Order Forms. In no event will termination relieve You of Your obligation to pay any fees payable to Us for the period prior to the effective date of termination.

10.5 Upon request by You made within thirty (30) days after the effective date of termination or expiration of this Agreement, We will make Service Data available to You for export or download as provided in the Documentation. After such 30-day period, We will have no obligation to maintain or provide any Service Data, and, as provided in the Documentation, will have the right to delete or destroy all copies of Service Data in Our systems or otherwise in Our possession or control, unless prohibited by law.

11. Fault reporting and restoration

11.1 The Customer must report any faults in relation to the Services in writing as soon as reasonably practicable after it becomes aware of them. Service level outages are calculated as commencing at the time BLL receives written (including electronic) notification of the fault.

11.1 BLL reserves the right to charge the Customer at its then commercial rates (including additional rates for out of hours service, as published in the relevant Service Order) for fault restoration services when BLL responds to a fault request from the Customer where:

11.1.1 the failure to provide the Service to the Customer (or the use of any Service by an End User) was not due to a failure on BLL part;


BLL has no obligation to restore any fault where the fault arises as a result of:

(a) any fault in any equipment, software or any network unit which does not form part of the BLL Equipment;

(b) defects in Customer Equipment or its installation;

(c) any act or omission of the Customer or any of its employees, consultants, contractors, agents or representatives.


12.1 We will indemnify and hold You harmless, from and against any claim against You by reason of Your use of a Service as permitted hereunder, brought by a third party alleging that such Service infringes or misappropriates a third party’s valid patent, copyright, trademark or trade secret (an “IP Claim”). We shall, at Our expense, defend such IP Claim and pay damages finally awarded against You in connection therewith, including the reasonable fees and expenses of the attorneys engaged by BLL for such defense, provided that (a) You promptly notify BLL of the threat or notice of such IP Claim; (b) We will have the sole and exclusive control and authority to select defense attorneys, and defend and/or settle any such IP Claim; and (c) You fully cooperate with

BLL in connection therewith. If use of a Service by You, Agents or End-Users has become, or, in Our opinion, is likely to become, the subject of any such IP Claim, We may, at Our option and expense, (a) procure for You the right to continue using the Service(s) as set forth hereunder; (b) replace or modify a Service to make it non-infringing; or (c) if options (a) or (b) are not commercially reasonable or practicable as determined by BLL, terminate Your subscription to the Service(s) and repay You, on a pro-rata basis, any Subscription Charges previously paid to BLL for the corresponding unused portion of Your Subscription Term for such Service(s). We will have no liability or obligation under this Section 12.1 with respect to any IP Claim if such claim is caused in whole or in part by (i) compliance with designs, data, instructions or specifications provided by You; (ii) modification of the Service(s) by anyone other than BLL; or (iii) the combination, operation or use of the Service(s) with other hardware or software where a Service would not by itself be infringing.

The provisions of this Section 12.1 state the sole, exclusive and entire liability of BLL to You and constitute Your sole remedy with respect to an IP Claim brought by reason of access to or use of a Service by You, Agents or End-Users.


12.2 You will indemnify and hold BLL harmless against any claim brought by a third party against BLL arising from or related to use of a Service by You, Agents or End-Users in breach of this Agreement or matters for which You have expressly agreed to be responsible pursuant to this Agreement; provided (a) We shall promptly notify You of the threat or notice of such claim; (b) You will have the sole and exclusive control and authority to select defense attorneys, and defend and/or settle any such claim (however, You shall not settle or compromise any claim that results in liability or admission of any liability by Us without Our prior written consent); and (c) We fully cooperate with You in connection therewith.


13.1 You may not, directly or indirectly, by operation of law or otherwise, assign all or any part of this Agreement or Your rights under this Agreement or delegate performance of Your duties under this Agreement without Our prior consent, which consent will not be unreasonably withheld. We may, without Your consent, assign Our agreement with You to any member of the BLL Group or in connection with any merger or change of control of BLL or the BLL Group or the sale of all or substantially all of Our assets provided that any such successor agrees to fulfill its obligations pursuant to this Agreement. Subject to the foregoing restrictions, this Agreement will be fully binding upon, inure to the benefit of and be enforceable by the Parties and their respective successors and assigns.

13.2 This Agreement, together with any Order Form(s) and Supplemental Term(s) constitute the entire agreement, and supersede any and all prior agreements between You and BLL with regard to the subject matter hereof. This Agreement shall apply in lieu of the terms or conditions in any purchase order or other order documentation You or any Entity which You represent provides (all such terms or conditions being null and void), and, except as expressly stated herein, there are no other agreements, representations, warranties, or commitments which may be relied upon by either Party with respect to the subject matter hereof. Notwithstanding the foregoing, additional terms may apply to certain features, functionality, or services as detailed in a Supplement hereto or that We offer as part of or distinct from the Services (the “Additional Terms”). In those instances, We will notify You of such Additional Terms prior to the activation of these features, functionality, or services and the activation of these features, functionality, or services in Your Account will be considered acceptance of the Additional Terms. All such Additional Terms will be considered incorporated into this Agreement when You or any Agent authorized as an administrator in Your Account activate the feature, functionality, or service. Where there is a conflict between this Agreement and the Additional Terms, the Additional Terms will control.

13.3 We may amend this Agreement from time to time, in which case the new Agreement will supersede prior versions. We will notify You not less than ten (10) days prior to the effective date of any such amendment and Your continued use of the Services following the effective date of any such amendment may be relied upon by BLL as Your consent to any such amendment. Our failure to enforce at any time any provision of this Agreement does not constitute a waiver of that provision or of any other provision of this Agreement.

14. Waiver

The failure on the part of either party to exercise or enforce any right conferred by this Agreement shall not be deemed to be a waiver of any such right nor operate so as to bar the exercise or enforcement thereof or of any other on any later occasion.


The Parties are independent contractors. This Agreement does not create a partnership, franchise, joint venture, agency, fiduciary or employment relationship among the Parties

16. Force Majeure

Neither party shall be liable to the other for any loss or damage which may be suffered by the other party due to any causes beyond the other party’s reasonable control including without limitation any act of God, inclement weather, failure or shortage of power supplies, flood, drought, lightning or fire strike, lock-out, trade dispute or labour disturbance, any act or omission of Government, highway authorities, other public telecommunications operators or other competent authority, production, or supply of services by third parties

17. Advertising

The End-User shall not liaise with the media, whether for purposes of advertising the Service or recruiting a team by any method in relation to BLL and/or the Supplier, unless the End-User has specific written approval by senior management of BLL.

The End-User shall not print or distribute any printed matter, whether for purposes of advertising the Service or recruiting a team or make any reference to BLL and/or the carrier/Supplier, unless the End-User has specific written approval by an authorised officer of BLL.

18. Law & Jurisdiction

This Agreement shall be governed and construed and interpreted in accordance with the laws applicable in the State of AbuDhabi, United Arab Emirates and the parties hereby submit to the non-exclusive jurisdiction of the courts of UAE, AbuDhabi


You agree that You have not received or been offered any illegal or improper bribe, kickback, payment, gift, or thing of value from any of Our employees or agents in connection with this Agreement. Reasonable gifts and entertainment provided in the ordinary course of business do not violate the above restriction. If You learn of any violation of the above restriction, You will use reasonable efforts to promptly notify Our Legal Department at

20. Limitation of Liability

BLL shall not be liable in any way for a suspension, interruption, degradation or other fault howsoever arising in connection with the provision of Services to the End Users.

Notwithstanding clause 10.1, neither party shall in any circumstances be, and to the full extent permitted by law exclude all, liability for any costs (including, without limitation, legal costs and expenses on a solicitor/own client basis), expenses, losses, actions, claims, demands, judgments, court orders or other liabilities or damage suffered by the other party, its servants or agents whatsoever or howsoever arising in relation to this Agreement (including without limitation direct physical loss or damage and/or indirect, consequential, special, punitive or incidental loss or damage such as loss of data, good will, business, profit or anticipated savings, contracts or interests).

Nothing in the Agreement shall operate to exclude, restrict or modify either party’s liability under any applicable statute or regulation.

Subject to the express terms of this Agreement, neither party shall be liable to the other party for any claim, proceedings or actions brought or made against that other party by third persons pursuant to a contractual relationship between that third person and the other party.

21. TIO (Australian customers)

BLL requires that all Australian partners supplying services directly to the end user be registered with the Telecommunications Industry Ombudsman (TIO). In the case where the partner is not the end user’s Communications Service Provider (CSP), but further on-sells services to another downstream CSP, the parnter must notify the downstream CSP of their responsibilities and obligations with regards to the TIO. The TIO is a free and independent alternative dispute resolution scheme for small business and residential consumers in Australia with unresolved complaints about their telephone or internet services.

22. Severability

This Agreement shall, so far as possible, be interpreted and construed so as not to be invalid, illegal or unenforceable in any respect, but if a provision, on its true interpretation or construction is held to be illegal, invalid or unenforceable:

that provision shall, so far as possible, be read down to the extent that it may be necessary to ensure that it is not illegal, invalid or unenforceable and as may be reasonable in all the circumstances so as to give it a valid operation; or

if the provision or part of it cannot effectively be read down, that provision or part of it shall be deemed to be void and severable and the remaining provisions of this Agreement shall not in any way be affected or impaired and shall continue notwithstanding that illegality, invalidity or unenforceability.