1.1. The terms and conditions of these General Terms and Conditions apply to the Company or individual and all its End Users.
1.2. The Company or individual acknowledges and agrees that it has provided Roamobi the following information, as applicable, on appropriate letter headed paper:
i) for limited and public companies: The Company or individual’s registered full name and number, registered address and the Tax Registration Numbers;
ii) for partnerships: full partnership name and number, registered address and the Tax Registration Numbers;
iii) for charities: full charity name and address, charity number and the Tax Registration Numbers if applicable;
iv) for all other businesses: the entity name and confirmation of legal entity, registered address and Tax Registration Numbers.
v) for all other individual users: the user full name as it appears on their passportand confirmation of legal, registered address.
1.3. These general terms and conditions for the supply of the Roamobi products and services to be provided by Roamobi, Inc. to the Company or individual and, by and through the Company or individual, to its End Users with Roamobi for the Service (defined below), for use by the Company or individual and such End Users. The Company or individual’s and its End Users’ use of the Service is subject to this Agreement including any other terms and conditions associated with any ancillary services offered by Roamobi as notified to the Company or individual in writing and which are incorporated into this Agreement. A copy of this Agreement should be retained for future reference and any changes or updates to this Agreement will be notified to the Company or individual in writing. The general terms of usage and updates to the roll out of the Service globally, incorporated herein by reference, will be posted on www.Roamobi.com (the “Website”).
1.4. The Company or individual and its End Users shall access and use the Service in accordance with this Agreement.
The Company or individual’s and its End Users’ connection to and use of the Roamobi Service are subject to the Company or individual keeping the payment status of its account current at all times in accordance with this Agreement. By accepting the terms of this Agreement, the Company or individual agrees to make the payments due under this Agreement as they relate to the Service requested and used by the Company or individual and its End Users for the Contract Period. Except for the Company or individual’s termination of this Agreement under Sections 9.4(a) or 9.4(e) below, early termination of this Agreement by the Company or individual will not relieve the Company or individual of its payment obligations and liability for those monthly charges for the Service that are applicable for the duration of the Contract Period.
3.1. Roamobi shall provide the Company or individual with the SIM, Devices, and related national and international telecommunications services including voice, text and where available 3G data services based on the capabilities of a multi-IMSI SIM card (collectively, the “Service”) subject to the terms of this Agreement.
3.2. The Company or individual acknowledges that (i) the Service is based on mobile telephony; (ii) mobile telephony is a form of wireless communication and operates on the basis of transmission of radio and signal frequencies and (iii) mobile telephony can be interfered with by numerous external sources or by obstacles inherent in buildings, vegetation or terrain and, as a result, Roamobi does not at any time represent, warrant, or otherwise guarantee a perfect, continuous, or error-free Service, whether in terms of quality, reliability, or availability of the Service.
3.3. The Service is and at all times shall be provided on an “as is” and “as available” basis. Roamobi agrees to take all reasonable steps to make the Service available to the Company or individual at all times, contingent upon Roamobi’s and/or Roamobi’s service provider’s ability to maintain necessary licenses or permissions, or Roamobi’s and/or Roamobi’s service provider’s network capacity and connection availability. Without limiting the foregoing, the Company or individual acknowledges and agrees that the network operator in the country within which the Company or individual or its End Users, as the case may be, access and/or use the Service will be responsible, and Roamobi shall have no responsibility, for any aspects of network coverage, quality, reliability, and availability.
3.4. Roamobi does not represent, warrant, or otherwise guarantee a fault- free Service and disclaims all representations, warranties, or guarantees as to network coverage, quality, reliability, or availability or any other aspect of the Service. In the event of a fault in the Service, upon becoming aware of the fault or upon receipt of notice from the Company or individual of the existence of such a fault, Roamobi shall use commercially reasonable efforts to promptly correct the fault to the extent reproducible or otherwise identifiable by Roamobi.
Important emergency and 9-1-1/112 etc. information and emergency alerts
3.6. If an End User is in an area where their Roamobi SIM card is searching for a wireless signal or there is no wireless signal or wireless service, it is highly probable that a call to 911/112 etc. will not go through. The End User must not rely solely on the Roamobi SIM card in an emergency situation. In an emergency, the End User must locate the nearest landline phone and call for help. The Company or individual acknowledges and agrees that in no event shall Roamobi be liable to the Company or individual, any End User, or any other party in connection with access to or use of the Service in any emergency situation, including without limitation as described above.
3.7. If you do make a 9-1-1/112 etc. call from your Device using a Roamobi SIM Card, always state the nature of your emergency and provide both your location and phone number, as the operator may not automatically receive this information. In no event shall Roamobi be responsible for or have any liability with respect to 9-1-1/112 etc. calls, including without limitation any failures to connect or complete 9-1-1/112 etc. calls or if inaccurate location information is provided. The Company or individual acknowledges and agrees that (i) 9-1-1/112 etc. service may not be available or reliable and the Company or individual’s ability to receive emergency services may be impeded; (ii) Roamobi may use a variety of information and methods to determine the location of a 9-1-1/112 etc. call, including Global Positioning Satellites, our wireless network, or the street address that the Company or individual has provided to Roamobi the Company or individual’s primary use location and even with this information, an emergency operator may not be able to locate an End User or other individual in order to provide emergency services; (iii) other third party entities are involved in connecting a 9-1-1/112 etc. call and Roamobi does not determine the public safety agency to which any 9-1-1/112 etc. call is routed; (iv) if the Company or individual or any End User is porting a phone number to or from Roamobi, Roamobi may not be able to provide the Company or individual or such End User with some or all of the Service, such as 9-1-1/112 etc. location services, while the port is being implemented; and (v) if you dial 9-1-1/112 etc. while outside the U.S., 9-1-1/112 etc. services may not be available.
3.8. The Company or individual can add multiple available nominated additional country Roamobi mobile numbers to the Company or individual’s SIM account that Roamobi offers as part of Roamobi’s Service and to which the Company or individual and Roamobi have contractually agreed.
3.9. The current list of countries where Roamobi offers additional local mobile numbers and the process for adding additional country numbers can be found on the Website or the Company or individual can call Customer Services for an up to date list and information on how to add an additional country number. Roamobi reserves the right to amend this country list from time to time without notice to the Company or individual.
3.10. The use of any numbers assigned to End Users’ SIM cards is subject to these terms and conditions and any breach of these terms and conditions may result in suspension or termination of the Company or individual’s and/or End Users’ access to and use of one or more of such numbers.
Local tariffs for designated countries
3.11. A unique feature of the Roamobi Service is the ability to be charged local rates for calls in countries outside the Company or individual’s chosen home country. Where the Company or individual has subscribed to have access to local tariffs for the Company or individual’s SIM for countries other than the Company or individual’s chosen home country and, provided that the necessary fees for such access have been paid by the Company or individual. End Users will be able to make and receive calls on the Company or individual’s SIM cards at local call rates in those subscribed-for countries.
3.12. Where Roamobi does not have an arrangement with a specific country for the purchasing of local rates and thereby cannot offer local rates on the Roamobi SIM, then End Users may still use the Roamobi SIM but this will be on a roaming basis. The Company or individual may incur additional charges for this roaming ability including for the making and receiving of calls, texts and data access whilst roaming.
3.13. It is solely the Company or individual’s responsibility to check the Website for the billing status (i.e. whether local tariffs are applicable for subscribing and/or roaming) of the country within which the Company or individual or its End Users intend to use the Service before the Company or individual or such End Users travel to that country and incur any charges by using the Service in that country. Roamobi will not be liable for any charges incurred by the Company or individual or End Users based on any misunderstanding of the applicable and available tariffs in a particular country.
3.14. As with any GSM mobile service, a core feature of the Service is the inclusion of roaming on foreign networks in order to provide the Service outside the Company or individual’s chosen home country and any Roamobi specially designated countries for which the Company or individual has subscribed (“Roaming”). The Company or individual acknowledges and agrees that (i) Roaming requires the Company or individual and its End Users to use foreign networks over which Roamobi has no control and, therefore, does provide any representations, warranties, or guarantees about any aspect of the Service, including without limitation its availability, reliability, or quality; (ii) the Company or individual and its End Users’ access to and use of the Service whilst Roaming may be subject to certain laws, rules, and regulations that apply; and (iii) Roamobi does not and will not accept any liability for the Company or individual’s or any End User’s failure to comply with any of those laws, rules, or regulations.
3.15. From time to time Roamobi may be required to upgrade, modify or maintain the Service, including without limitation the migration of the Company or individual’s account from one billing platform to a new or upgraded billing platform. On such occasions the Service may be temporarily unavailable, however, Roamobi will use commercially reasonable efforts (i) to keep such disruption to a minimum and (ii) notify the Company or individual in advance when possible.
3.16. Roamobi reserves the right to suspend the Service, or the Service to any End User(s), as appropriate, without giving the Company or individual notice where:
a) Roamobi has reason to believe the Company or individual or any End User is in breach of the Service conditions of usage (Section 5 below), any other material term of this Agreement, or any of Roamobi’s policies, as notified to the Company or individual;
b) pending the outcome of an investigation following receipt of a complaint made against the Company or individual or an End User;
c) where there are any outstanding bills or Service charges which have not been paid when they are due for payment and Roamobi has provided reasonable written notice for remedying the non-payment of the outstanding bills;
d) Roamobi is notified that the SIM Card licensed to the Company or individual and/or an End User by Roamobi is lost or stolen;
e) Roamobi is obliged to comply with an order, instruction or request of any government, regulatory, or emergency services organisation, or other competent administrative authority;
f) in order to prevent damage or degradation of the Service or Roamobi’s or Roamobi’s contracting party’s network integrity which may be caused by the Company or individual, an End User, or any other party acting by, through, or on behalf of the Company or individual;
g) for operational reasons or in an emergency or for security reasons.
3.17. Roamobi may at Roamobi’s discretion bar or disconnect an End User’s SIM if Roamobi has reasonable cause to suspect any form of fraudulent use including relating to a SIM card or mobile phone whilst accessing or using the Service.
3.18. Roamobi may monitor the Service and disclose information gained from such monitoring in order (i) to satisfy any law, rule, regulation or other governmental request, (ii) to operate and administer the Service, or (iii) to protect Roamobi or Roamobi’s other customers.
The Service shall commence following activation of the SIM card so that the Service is operationally available for use by the Company or individual and its End Users (“Activation”). Activation can be done on the Website; or by dialling a service provider (VMSP) short code; or calling Customer Support on US+1-702-224-2313
The Company or individual’s obligations
5.2. The Company or individual shall be responsible for all use of the Service including but not limited to Devices and compliance with any regulations and applicable instructions issued either by Roamobi or the third party supplier(s) of the Devices. Each such supplier shall be an intended third-party beneficiary under this Agreement and shall have the right to enforce directly against the Company or individual any and all terms and conditions hereof that relate to the Device.
5.3. The Company or individual must comply, and shall cause its End Users to comply, with all reasonable directions of Roamobi, including without limitation relating to any security procedures and standards with respect to the Service. Roamobi may communicate security issues to the Company or individual from time to time when abuse or misuse is observed or reported by others along with any and all general information related to Roamobi’s provision of the Service by any means, including via the Website.
5.4. In addition to the terms stated in the Acceptable Use Policy, the Company or individual shall not, and shall cause all End Users not to, misuse the Service or Device, including but not limited to:
(a) reselling or rebilling the Service;
(b) using the Service or Device to engage in unlawful activity, or in conduct that adversely affects Roamobi’s customers, employees, business, or any other person(s), or that interferes with Roamobi’s operations, network, reputation, or ability to provide quality service, including but not limited to the generation or dissemination of viruses, malware or “denial of service” attacks;
(c) using the Service as a substitute or backup for private lines or dedicated data connections;
(d) tampering with or modifying any Device;
(e) “spamming” or engaging in other abusive or unsolicited communications, or any other mass, automated voice or data communication for commercial or marketing purposes;
(f) reselling Devices for profit, or tampering with, reprogramming or altering Devices for the purpose of reselling the Device;
(g) using the Service in connection with server devices or host computer applications, including continuous web camera posts or broadcasts, automatic data feeds, automated machine-to-machine connections or peer-to-peer (P2P) file-sharing applications that are broadcast to multiple servers or recipients, “bots” or similar routines that could disrupt net user groups or email use by others or other applications that denigrate network capacity or functionality;
(h) accessing, or attempting to access without authority, the information, accounts or devices of others, or to penetrate, or attempt to penetrate, Roamobi’s or another entity’s network or systems;
(i) running software or other devices that maintain continuously active Internet connections when a computer’s connection would otherwise be idle, or “keep alive” functions (e.g. using a Data Plan for Web broadcasting, operating servers, telemetry devices and/or supervisory control and data acquisition devices);
(j) assisting or facilitating anyone else in any of the above activities; or
(k) unless expressly authorized by Roamobi in writing in advance, install, deploy, or use any regeneration equipment or similar mechanism (for example, a repeater or signal booster) to originate, amplify, enhance, retransmit or regenerate a transmitted RF signal.
5.5. The Company or individual acknowledges and agrees that any violation of this Article 5 irreparably harms Roamobi in a manner that cannot be fully or adequately redressed by money damages and for which Roamobi shall be entitled to immediate injunctive relief in addition to all other remedies available.
5.6. The Company or individual must inform Roamobi immediately (at the applicable telephone number shown below) if any SIM Card provided to the Company or individual or any End User under this Pilot Agreement is lost or stolen. The Company or individual will remain fully liable for all call costs and charges incurred unless and until the Company or individual does so. If any phone or SIM card is lost or stolen please call Roamobi’s Customer Service immediately on +1702-224-2313or e-mail Roamobi at Support@Roamobi.com. The cost of replacing a lost or stolen SIM card is subject to the payment of an administration charge of $20. Roamobi is not responsible for any service fees, call costs or other charges incurred due to a lost or stolen SIM card, and all such service fees, call costs and other applicable charges for a lost or stolen phone or SIM card shall be the Company or individual’s sole responsibility.
5.7. The Company or individual is solely responsible for ensuring that its End Users’ Devices are compatible with the Service that the Company or individual purchases from Roamobi. This responsibility shall include, but is not limited to, ensuring that these Devices are ‘unlocked’ and are compatible with the network in the country where the Company or individual or such End Users wish to use them.
The Company or individual acknowledges and agrees that (i) the quality, reliability, and other aspects of the Service are also dependent on the quality of the Device model that the Company or individual chooses to use and (ii) Roamobi has no control or influence over the quality of such Device and shall have no liability with respect thereto. The choice of Device is the Company or individual’s sole responsibility.
5.8. The Company or individual is solely responsible for any and all content, information and communications transmitted to or by an End User using the Service, and the Company or individual acknowledges and agree that Roamobi has no responsibility for any such content, including without limitation any deletion, corruption or failure to store any content received on or transmitted using the Service.
5.9. Certain countries have additional regulatory requirements that need to be fulfilled prior to Roamobi being permitted to provide certain elements of the Service to customers. These include the obtaining, verification and retention of End User personal data. If an End User intends to travel to a country where Roamobi is required to satisfy these additional regulatory requirements, then it is an express condition of Roamobi providing the Service that the Company or individual co-operate and provide the required information and/or documentation prior to obtaining the right to access and use the Service.
5.10. Roamobi shall have no liability to the Company or individual for any costs or charges incurred by the Company or individual or End Users for failing to comply and satisfy any regulatory requirement of a country prior to accessing and/or using the Service in that country.
5.11. A list of countries requiring additional regulatory compliance can be found on the Website. Roamobi shall have the right, but not the obligation, to update or otherwise modify such information at any time in its sole discretion, and does not make any representations or warranties about the accuracy, completeness, or any other aspect of such list or information and disclaims all liability therefor.
Charges and Payment
6.1. The Company or individual shall be invoiced on a monthly basis for the Service utilized by the Company or individual and its End Users. The Company or individual must pay the full amount of all invoices issued pursuant to the payment terms agreed on the front page of this Agreement.
6.2. The recurring monthly fees shall be invoiced and payable in advance of each month and the monthly usage charges incurred during a corresponding monthly period will be invoiced and paid in arrears.
6.3. In the event that any sums are overdue, Roamobi reserves the right to charge interest from the date of invoice on overdue sums at a rate of the lesser of (i) 3 percent (3%) over the prevailing standard variable rate of Chase Manhattan Bank from time to time or (ii) the maximum rate allowed under applicable law, or to suspend the provision of the Service.
6.4. The Company or individual is not entitled by reason of any set-off, counter-claim, abatement, or other similar deduction to withhold payment of any amount due to Roamobi under this Agreement. Any such deduction or withholding of any invoiced amount may result in suspension or termination of the Service.
6.5. The rates and charges for the Service shall be exclusive of any value-added-taxes (“VAT”) and any other applicable taxes, unless indicated otherwise. All collection, remittance and payment of any taxes, charges, levies, assessments and other fees of any kind imposed by governmental or other authority in respect of the Service shall be the Company or individual’s sole responsibility, and the appropriate amount shall be included on the applicable invoice to the Company or individual.
6.6. Roamobi will use commercially reasonable efforts to invoice the Company or individual for Service charges and fees incurred in any given month in the following month. However, Roamobi reserves the right to invoice the Company or individual for such charges and fees up to six months after such charges and fees are incurred, including without limitation due to delayed roaming or other charges being levied by third party operators.
6.7 Billing queries with respect to any invoice must be made in writing within (1) month of the date of receipt of the applicable invoice, after which time the invoice will be deemed to be accepted and the Company or individual will be deemed to have irrevocably waived any remedies which the Company or individual would otherwise have to query such invoices. Such written query shall set out in detail the issue in dispute, the grounds for the dispute and supporting evidence.
6.8 Billing queries with respect to any invoice must be made in writing within (1) month of the date of receipt of the applicable invoice, after which time the invoice will be deemed to be accepted and the Company or individual will be deemed to have irrevocably waived any remedies which the Company or individual would otherwise have to query such invoices. Such written query shall set out in detail the issue in dispute, the grounds for the dispute and supporting evidence.
6.9 If the Company or individual challenges the accuracy of any invoice, or a dispute arises between the Company or individual and Roamobi as to the accuracy of a sum due under this Agreement then, at the written election of either party, the procedures set out in Sections 6.9 to 6.14 (inclusive) below shall be used to resolve such dispute.
6.10 If the invoiced amount in dispute represents less than five percent (5%) of the total amount of the invoice (excluding tax), the invoiced amount shall be payable in full pending the resolution of the dispute. If the amount in dispute represents five percent (5%) or more, the disputed amount may be withheld pending resolution of the dispute and any undisputed balance shall remain payable in full.
6.11 On receipt of any written query in accordance with Section 6.7 hereof, Roamobi shall provide the Company or individual with:
i) a definitive re-calculation of the relevant sum due from you under the terms of this Agreement. The Company or individual shall have fifteen (15) Business Days to review such sum and calculation and to state whether the Company or individual agrees with such calculation or, if the Company or individual does not so agree, to state the matters which the Company or individual does not accept as being an accurate calculation of the sum due to or from the Company or individual. If the Company or individual fails to respond to Roamobi’s notification of the re-calculation within fifteen (15) Business Days, then Roamobi’s re-calculation shall be deemed final and binding on the Company or individual; and
ii) reasonable access to information and relevant extracts of records or other of Roamobi’s working papers to review the re-calculation.
6.12 If the Company or individual accepts such re-calculation, where any over-payment or under-payment is disclosed, Roamobi shall promptly refund (by means of issuing a credit note applied against the next invoice), or amend and reissue the invoice, or the Company or individual promptly will pay (as appropriate), the amount of such over-payment or under-payment.
6.13 If the Company or individual notifies Roamobi that you do not accept such re-calculation and provides as much detail as is reasonably practicable of the matters it does not accept as being correct, the parties shall meet and attempt to resolve any dispute or difference relating to the amount due. If they are unable to resolve the matters in dispute within the period of ten (10) Business Days following the date of the Company or individual’s notification to Roamobi, the matters in dispute shall be referred for settlement to a firm of independent accountants agreed by the parties or in default of agreement within five (5) Business Days at the request of either party to a firm of internationally recognized accountants selected by a mutually-agreeable neutral arbiter. The certificate of such independent firm as to the amount payable shall be final and binding and the costs of such exercise shall be borne as such firm shall determine.
6.14 The paying party shall pay such sum as is determined in accordance with Sections 6.9 to 6.12 inclusive to the receiving party within five (5) Business Days of the date of exhaustion of the relevant procedure in each case.
6.15 For the purposes of this Article 6, Business Days shall mean Monday to Friday excluding any public holiday in the State of Delaware.
7.1. The SIM Card and all technology, intellectual property and documentation relating to it, the Devices, and the Service shall remain Roamobi’s property or the property of its applicable licensors. Roamobi grants the Company or individual a revocable, conditional, non-exclusive, non-assignable, non-sub-licensable license for the Company or individual and its End Users to use the SIM card and Service in accordance with this Agreement. Roamobi reserves the right to recall any SIM card from the Company or individual or any End User at any time.
7.2. Roamobi warrants that Roamobi’s intellectual property rights associated with the SIM Card and Service are subject to protection by means of patents and design rights (registered and unregistered). Roamobi further warrants that Roamobi is authorized to provide the Service in the countries where the Service is made available to the public.
7.3. The Company or individual shall not, and shall cause all End Users not to, infringe, misappropriate, dilute or otherwise violate the intellectual property rights of Roamobi or any third party. Except for the limited license to use the Services as mentioned in Section 7.1 above, the Company or individual’s purchase of Services and Devices does not grant the Company or individual, any End User, or any other party any license or other right to copy, modify, reverse engineer, download, redistribute, or resell any intellectual property of Roamobi or others related to the Services and Devices, and such intellectual property may be used only with the Service unless expressly authorized by Roamobi in writing in advance. The Company or individual acknowledges and agrees that any violation of this Article 7 irreparably harms Roamobi in a manner that cannot be fully or adequately redressed by money damages and for which Roamobi shall be entitled to immediate injunctive relief in addition to all other remedies available.
Roamobi reserves all rights attached to the telephone numbers attributed to the Company or individual and/or attached to the Service provided by Roamobi. Subject to available number portability obligations, Roamobi may change, withdraw or otherwise alter such telephone numbers or any other address-element at Roamobi’s discretion, without damages payable or other liability to the Company or individual, should any technical, commercial, or other reason, or any applicable laws, rules, or regulations, so require.
Termination of the Service
9.1. Roamobi reserves the right to terminate this Agreement and cease supplying the Service in the event that the Company or individual materially breaches any of this Agreement’s terms and conditions or if any End User performs or fails to perform any act, which if performed or not performed by the Company or individual, would constitute a breach of this Agreement.
9.2. In the event that the Company or individual does not use the SIM card for any continuous period of 180 days, Roamobi reserves the right to invalidate the SIM card and/or call balance components and cancel the Company or individual’s account and the Service without prior notice and without any refund, repayment or compensation.
9.3. Roamobi reserves the right to terminate this Agreement at any time during the Initial Period in Roamobi’s sole discretion without any liability on fourteen (14) days’ notice
by the Company or individual
9.4. The Company or individual may terminate this Agreement in the following circumstances
a) if Roamobi varies the terms and conditions of this Agreement which results in an excessive increase in charges to the Company or individual or alters the Company or individual’s rights herein to its detriment, unless such variations are imposed on Roamobi as a direct result of new legislation, statutory instrument, court order, government regulation or license;
b) at any time during the Initial Period or the Contract Period on fourteen (14) days written notice;
c) Roamobi is no longer able to provide the Service;
9.5. On cancellation of this Agreement the SIM card and any associated products must be returned to Roamobi before the end of the applicable notice period and shall be at the Company or individual’s sole cost and risk.
Early Termination Fees
9.6. Where, during the Minimum Contract period, the Company or individual terminates the Agreement without cause or where the Agreement is terminated by Roamobi due to a breach by the Company or individual of these Roamobi terms and conditions then, in addition to any other fees, charges and losses due to Roamobi and without prejudice to any other rights and liabilities accruing to Roamobi, the following early termination fees shall be due and payable by the Company or individual:
a) There is no early termination fee payable if the Company or individual terminates within the first thirty (30) days of the Agreement;
b) After the first thirty (30) days the early termination fee will depend on the Device and Service plan purchased from Roamobi. The respective early termination fee can be found on the Website – www.Roamobi.com.
c) The early termination fee will be reduced on a monthly basis for the remaining duration of the Minimum Contract Period. The sliding scale of the monthly reduction in the early termination fee can be found on the Website – www.Roamobi.com.
d) There is no early termination fee applicable for the termination of the Agreement after the Minimum Contract Period where the Agreement is extended beyond the Minimum Contract Period.
e) The early termination fee is calculated on a per End User basis.
f) The early termination fee for terminating the Agreement where Roamobi has not provided the Company or individual with any Devices will be $35 per End User.
10.1 This Section 10 sets out the entire financial liability of Roamobi to the Company or individual (including any liability for the acts or omissions of Roamobi’s employees, agents, consultants and subcontractors) in respect of:
a) The provision of the Service
b) any breach of the Agreement
c) any use made by End Users of the Service; or
d) any representation, statement, or tortious act or omission (including negligence) arising under or in connection with the Agreement.
10.2 All warranties, conditions and other terms implied by statute or common law are to the fullest extent permitted by law excluded from the Agreement.
10.3 Nothing in this Agreement shall limit or exclude a Party’s liability to the other Party:
a) for death or personal injury caused by negligence;
b) for fraudulent misrepresentation; or
c) for any other liability that may not be limited or excluded by law, or
d) under Section 10.11(a).
e) In the case of your liability, to pay fees or charges when due to us under this Agreement.
10.4 SUBJECT TO SECTION 10.3, IN NO EVENT SHALL ROAMOBI BE LIABLE TO THE COMPANY OR INDIVIDUAL, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE OR BREACH OF STATUTORY DUTY), OR OTHERWISE ARISING OUT OF OR IN CONNECTION WITH THE PERFORMANCE OR CONTEMPLATED PERFORMANCE OF THIS AGREEMENT, FOR ANY INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL LOSSES OR DAMAGES INCURRED BY THE COMPANY OR INDIVIDUAL OR ANY END USER, OR FOR ANY LOSS OF PROFIT, REVENUE, CONTRACTS, DATA, GOODWILL OR OTHER SIMILAR LOSSES OR FOR ANY LOSS OR CORRUPTION OF DATA OR INFORMATION OR ANY SPECIAL OR PURE ECONOMIC LOSS, COSTS, DAMAGES, CHARGES OR EXPENSES.
10.5 SUBJECT TO SECTIONS 10.3 AND 10.4, ROAMOBI’S TOTAL AGGREGATE LIABILITY IN CONTRACT, TORT (INCLUDING NEGLIGENCE OR BREACH OF STATUTORY DUTY), OR OTHERWISE, ARISING IN CONNECTION WITH THE PERFORMANCE OR CONTEMPLATED PERFORMANCE OF THIS AGREEMENT, INCLUDING THE PROVISION OF THE SIM AND DEVICE(S) (IF APPLICABLE), SHALL BE STRICTLY LIMITED TO THE ANNUAL CHARGES PAID BY YOU DURING THE FIRST YEAR OF THE CONTRACT PERIOD (COMMENCING ON THE DATE OF THE COMPANY OR INDIVIDUAL’S AGREEMENT WITH ROAMOBI) FOR THE RELEVANT SERVICE.
10.6 Roamobi will not be liable or responsible for any failure to perform, or delay in performance of, any of Roamobi’s obligations herein or provision of the Service (i) where such delay or performance failure is due to any of acts or omissions of the Company or individual or any End User, including without limitation where the Company or individual or any End User has provided incorrect data or information; or (ii) network failure, network outage, network congestion, power failures; or (iii) that is caused by, or results, whether in whole or in part, from, events outside Roamobi’s reasonable control, including but not limited to strikes, lock-outs or other industrial disputes (whether involving Roamobi’s workforce or any other party), Act of God, war, terrorist activity, malicious damage, compliance with any law or governmental order or default of suppliers or subcontractors
10.7 Roamobi and Roamobi’s vendors, suppliers or licensors are not liable for any damages arising out of or in connection with content or information accessed while using Roamobi’s Service, including without limitation through the internet or interruption or failure in accessing or attempting to access emergency services from the Company or individual’s phone, including through 911, E911 or otherwise.
10.8 The Company or individual represents and warrants now and throughout the Contract Period that (i) the Company or individual is not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) the Company or individual is not listed on any U.S. Government list of prohibited or restricted parties. If it is established that the Company or individual is in breach of any of these representations or warranties, then Roamobi shall have the right to immediately terminate the Service and the Company or individual shall forfeit any credit remaining on the Company or individual’s account.
10.9 In no event shall the Company or individual have any right of action, recourse, or remedy against any third party licensors, suppliers, or contractors of Roamobi in connection with this Agreement nor will the Company or individual attempt to initiate any such right.
10.10 Roamobi makes no representations or warranties, express or implied, including, to the extent allowed by applicable law, any implied warranty of merchantability or fitness for a particular purpose concerning the Service. The Service is provided on an “as is” and “as available” basis. Roamobi does not promise uninterrupted or error-free Service and does not authorize anyone to make any representations warranties on Roamobi’s behalf or otherwise to bind Roamobi. This does not deprive the Company or individual of any warranty rights the Company or individual may have against anyone else.
10.11 The Company or individual’s liability:
a) the Company or individual shall be liable for all charges or fees incurred in using the Service. In the event of loss or theft of any SIM card it is THE COMPANY OR INDIVIDUAL’S SOLE responsibility to inform ROAMOBI immediately so that Roamobi can prevent any further use of the Service by another unauthorised person. Roamobi provides no guarantees or warranties in relation to the prevention of the use of the Service on a lost or stolen SIM card and DISCLAIMS ALL liability for any unauthorised use of THE COMPANY OR INDIVIDUAL’S account. The Company or individual will be solely responsible for the SIM card and its use to obtain the Service and will not be entitled to obtain any compensation from ROAMOBI for its loss or theft or any use after its loss or theft; and
b) THE COMPANY OR INDIVIDUAL SHALL BE LIABLE FOR THE FULL RETAIL COST OF THE REPLACEMENT OF ANY device THAT HAS BEEN PROVIDED TO THE COMPANY OR INDIVIDUAL. IN THE EVENT THAT SUCH device IS LOST, STOLEN OR DAMAGED, THE COMPANY OR INDIVIDUAL’S LIABILITY TO ROAMOBI UNDER THIS section 10.11(b) SHALL NOT LIMIT THE COMPANY OR INDIVIDUAL’S LIABILITY TO ROAMOBI UNDER section 10.11(a).
11 Changes to this Agreement and the Service
11.1 Roamobi reserves the right to change this Agreement from time to time and make changes to the Service or any promotion or charges relating to the Service at any time.
12 Governing Law and Legal Compliance
12.1 This Agreement shall be governed by British Law, as applicable, without resort to the conflict of law provisions thereof, and shall be subject to the jurisdiction of and venue in the UK Courts.
12.2 Despite the governing law provided above, the Company or individual may be subject to various rules, regulations and laws which may also apply to the Company or individual in the State or country in which the Company or individual or its End Users access and/or use the Service, in particular where the Company or individual chooses its home country to be a country other than the United States of America.
13 Dispute Resolution and Arbitration
13.1 ROAMOBI AND THE COMPANY OR INDIVIDUAL EACH AGREE TO SETTLE DISPUTES (EXCEPT CERTAIN SMALL CLAIMS) ONLY BY ARBITRATION AS SET FORTH IN THIS SECTION 13. THE PARTIES ACKNOWLEDGE AND AGREE THAT, ALTHOUGH THERE IS NO JUDGE OR JURY IN ARBITRATION, AND REVIEW IS LIMITED, THE ARBITRATOR IN ANY SUCH ARBITRATION SHALL BE PERMITTED TO AWARD THE SAME DAMAGES AND RELIEF, AND MUST HONOUR THE SAME LIMITATIONS IN THIS AGREEMENT, THAT A COURT WOULD. IF AN APPLICABLE STATUTE PROVIDES FOR AN AWARD OF ATTORNEY’S FEES, SUCH ARBITRATOR SHALL BE PERMITTED TO AWARD THEM. ROAMOBI AND THE COMPANY OR INDIVIDUAL ALSO EACH AGREES, TO THE FULLEST EXTENT PERMITTED BY LAW THAT THE FEDERAL ARBITRATION ACT APPLIES TO THIS AGREEMENT. EXCEPT FOR QUALIFYING SMALL CLAIMS COURT CASES, ANY CONTROVERSY OR CLAIM ARISING OUT OF OR RELATING TO THIS AGREEMENT, OR ANY PRIOR AGREEMENT FOR WIRELESS SERVICE WITH ROAMOBI OR ANY OF ROAMOBI’S AFFILIATES OR PREDECESSORS IN INTEREST, OR ANY PRODUCT OR SERVICE PROVIDED UNDER OR IN CONNECTION WITH THIS AGREEMENT OR SUCH A PRIOR AGREEMENT, OR ANY ADVERTISING FOR SUCH PRODUCTS OR SERVICE, WILL BE SETTLED BY ONE OR MORE NEUTRAL ARBITRATORS AT THE LONDON ARBITRATION COURT. THE COMPANY OR INDIVIDUAL CAN ALSO BRING ANY ISSUES THE COMPANY OR INDIVIDUAL MAY HAVE TO THE ATTENTION OF LOCAL GOVERNMENT AGENCIES AND THEY CAN, IF THE LAW ALLOWS, SEEK RELIEF AGAINST ROAMOBI ON THE COMPANY OR INDIVIDUAL’S BEHALF.
13.2 THIS AGREEMENT DOES NOT PERMIT CLASS ARBITRATIONS. COMPANY OR INDIVIDUAL WAIVES ANY RIGHT TO COMMENCE ANY COMPANY OR INDIVIDUAL CLASS OR COLLECTIVE ACTION.
13.3 ANY ARBITRATION AWARD MADE AFTER COMPLETION OF ARBITRATION HEREUNDER IS FINAL AND BINDING AND MAY BE CONFIRMED AND ENFORCED IN ANY COURT OF COMPETENT JURISDICTION. AN AWARD AND ANY JUDGMENT CONFIRMING IT ONLY APPLIES TO THE ARBITRATION IN WHICH IT WAS AWARDED AND CANNOT BE USED IN ANY OTHER CASE EXCEPT TO ENFORCE THE AWARD ITSELF.
13.4 IF FOR SOME REASON THE PROHIBITION ON CLASS ARBITRATIONS SET FORTH IN SUBSECTION (3) ABOVE IS DEEMED UNENFORCEABLE, THEN THE AGREEMENT TO ARBITRATE WILL NOT APPLY.
13.5 IF FOR ANY REASON A CLAIM PROCEEDS IN COURT RATHER THAN THROUGH ARBITRATION, EACH OF THE COMPANY OR INDIVIDUAL AND ROAMOBI VOLUNTARILY AND IRREVOCABLY WAIVE ANY RIGHT TO TRIAL BY JURY.
13.6 THIS SECTION 13 IS A MATERIAL INDUCEMENT FOR THE PARTIES ENTERING INTO THIS AGREEMENT.
14.1 If the Company or individual has any complaints about the Service, the Company or individual should send them in the first instance to business.help@Roamobi.com. Roamobi’s complaints policy and procedure can be found at www.Roamobi.com.
15.2 The Company or individual consents to Roamobi transferring the Company or individual’s personal data to countries which do not provide the same level of data protection as the United Kingdom if Roamobi deems it necessary for the provision of the Service.
15.3 Roamobi will always use and process the Company or individual’s personal data in compliance with applicable data protection laws, as amended from time to time.
15.4 Roamobi will provide the Company or individual with a copy of the Company or individual personal data that Roamobi holds, provided that the Company or individual requests access to such information in writing and pays Roamobi an administration fee of $20.
16.1 Roamobi may compile and release information regarding the Company or individual and the Company or individual’s use of the Service on an anonymous basis as part of a customer profile or similar report or analysis.
16.2 All licenses not expressly granted in this Agreement are reserved and no other licenses, immunity or rights, express or implied are granted by us, by implication, estoppel, or otherwise. Except to the extent of the license granted in Section 7.1, Roamobi reserves all right, title, or interest in or to the SIM Card, Devices or Service. This Agreement does not grant the Company or individual any rights to use any trademarks, logos or service marks belonging to Roamobi whatsoever. The Company or individual shall not, and it shall cause its End Users not to, reverse engineer, decompile, reverse compile, disassemble, or otherwise obtain, or attempt to obtain, the source code for any software included in the SIM Card, Device or Service. All confidential, proprietary, and trade secret information provided or disclosed by Roamobi to the Company or individual or any End User in connection with this Agreement shall not be disclosed or provided to any third party and shall not be used other than by the Company or individual or its End Users in connection with use of the Service as permitted hereunder.
16.3 The Company or individual may not transfer, assign, or delegate any or all of the Company or individual’s rights or obligations under this Agreement without Roamobi’s prior written consent.
16.4 All notices given by the Company or individual to Roamobi must be in writing (fax, email, and letter) to one of the following addresses: (i) Roamobi Technology UK Ltd, Suite 12, VM2, Victoria Mills, Saltaire, BD17 7DD, UK; or (ii) legal@Roamobi.com; or as otherwise notified to the Company or individual by Roamobi.
16.5 Failure to enforce any of Roamobi’s rights under this Agreement does not result in a waiver of that right or any other rights of Roamobi herein.
16.6 Roamobi reserves the right to assign, delegate, and subcontract any of its rights, obligations, and duties contained in this Agreement.
16.7 If any provision of these terms and conditions is found to be unenforceable, all other conditions shall remain unaffected.
16.8 Roamobi is a trading name and registered trade mark of Roamobi Technology UK Limited, Company Number 09187043 whose registered address is Roamobi Technology UK Ltd, Suite 12, VM2, Victoria Mills, Saltaire, BD17 7DD, UK.
16.9 This Agreement, together with any documents referred to and incorporated by reference in it, constitutes the entire terms and conditions of the agreement and supersedes or extinguishes any prior drafts, agreements, undertakings, warranties and arrangements of any nature, whether in writing or oral, regarding such subject matter. Unless provided for elsewhere in this Agreement, this Agreement may only be modified or otherwise amended by written agreement of the parties. This shall not exclude any liability that a party would otherwise have to the other party in respect of any statement made fraudulently by that party prior to the date of this Agreement.
16.10 To the extent of any conflict or inconsistency between any of the terms or conditions of this Agreement, the descending order of precedence of interpreting such terms and conditions shall be as follows:
Schedule A (if applicable)
Agreement cover page (Additional Terms);
General terms and conditions (Schedule 1);
16.11 Except as expressly set forth in this Agreement, neither party shall be precluded from seeking remedies at law, in equity, or otherwise for breaches or other violations of this Agreement. The Company or individual shall indemnify, defend, and hold harmless Roamobi and all employees, officers, directors, agents, and other representatives (collectively, “Representatives”) of Roamobi from and against any claims, actions, demands, suits, and proceeding brought by any third party against Roamobi or such Representatives, and all losses, liabilities, damages, costs, and expenses (including without limitation reasonable attorneys’ fees) related thereto, arising from or relating to any breach of this Agreement by the Company or individual, any negligence or wilful misconduct of the Company or individual of any of its Representatives or End Users, and any act or omission of any such Representatives of the Company or individual or any End Users, which, if performed or not performed by the Company or individual would constitute a breach of this Agreement by Company or individual.
A guide to our services and what to do if you have a problem
The aim of the Roamobi Customer Complaints Code is to give you a clear guide and to explain our procedures for complaint handling and dispute resolution if you have a problem. It doesn’t affect your legal rights, or form part of a contract between you and us.
Our contact details
To contact us, simply call 707 from your Roamobi mobile. Calls are free to call 707. Or, you can call us from a landline on 020 3318 0742. These calls will be at the operator’s standard rate.
You can also write to us at:
Roamobi Technology UK Limited
Suite 12, VM2, Victoria Mills
Saltaire, BD17 7DD, UK
You can also email us at help@Roamobi.com if you are a consumer or if you are a business customer business.help@Roamobi.com.
If you’d like receive this document in a different format, such as in large print or in Braille, email at Support@Roamobi.comor contact Customer Services on +1 702-224-2313
The postal address for Roamobi’s head office is:
RoamobiTechnology UK Limited
Suite 12, VM2, Victoria Mills
Saltaire, BD17 7DD, UK
18.2 Our complaint handling procedures
Roamobi endeavours to make the customer experience a very good one but at times you may feel that you would like to raise a complaint about our service or if you have a billing dispute.
This section sets out how to make a complaint and your rights to refer a dispute to an independent ombudsman.
18.3 Complaints about our Service
If you’re not happy with our service and would like to make a complaint, please contact us first by calling 0113-31-444-32 (charged at standard operator rates), or by sending us an e-mail at Support@Roamobi.comOur customer services team will assist you and will try and resolve the issue as quickly as possible.
If your complaint relates to one of our VMSP Licenseeservices, then you can contact us at firstname.lastname@example.org if you need to make a complaint or you can call 0113-31-444-32 (calls charged at standard operator rates).
Roamobi will endeavour to resolve all issues in a timely manner. If we are unable to resolve your complaint satisfactorily, we will issue a “deadlock” letter after 8 weeks so that you may make a complaint through CISAS an independent alternative dispute resolution scheme. We will provide you with details of this service. Alternatively, if more than 8 weeks has passed since you first made your complaint, please contact the ADR scheme directly. They will provide a free, independent service to investigate your complaint, provided it falls within their terms of reference, though you must have gone through our own complaints procedure first before they can help you.
18.4 Complaints about a Roamobi Invoice, our billing or charges levied on your account
We take customer billing complaints very seriously and you can contact us at Support@Roamobi.comif you need to make a complaint about any billing aspect of your Roamobi account. Alternatively, you can call +44(0)113-31-444-32 (calls charged and standard operator rates) or dial 707 from your Roamobi device to speak to a Roamobi customer services representative about a complaint relating to billing or charges incurred whilst using the Roamobi service.
Once you have lodged a complaint with us we will acknowledge the complaint in writing to you and provide you with reasonable progress updates in relation to resolving the compliant where appropriate. Once the complaint has been resolved we will issue you with a written communication confirming the final decision made on your complaint.
19VMSE, VMSP Terms & Conditions
19.1 Both VMSP & VMSD licensees are included in the above Terms & Conditions as a ‘Company’ contracted to Roamobi Technology UK Ltd and have signed a VMSE or VMSP agreement containing their full terms and conditions to protect both themselves and all end users taking advantage of VMSP Roamobi based products and services.
19.2 VMSE & VMSP accept that from time to time additional& supplementary Terms & Conditions will be added to the dedicated website WWW.VMSP.INFO . As this is a confidential relationship like and MVNO then this information relating to VMSE & VMSP will be password protected and only open to licensed VMSE & VMSP.