Terms & Conditions

Terms and Conditions

End-User Terms And Conditions

1. Introduction

1.1. These end-user terms and conditions and our Fair Usage Policy (together the “Terms”) set out how Assuract Limited, trading as Pipcall, (company registration number 04994562 and having its registered office at Lower Third Floor Evelyn Suite, Quantum House, 22-24 Red Lion Court, London, United Kingdom, EC4A 3EB) (“we”, “us” or “our”) will provide the Services to you through our Desktop System or App (together the “Systems”). References to “you” or “your” means the user of the Services.

1.2. Please read these Terms and our privacy policy (available at: https://www.pipcall.com/Policies/EndUserPrivacyPolicy/) (“Privacy Policy”) very carefully before using our Services. You acknowledge and agree that by clicking on “I Accept”, you agree that you have read, understood these Terms and Conditions and our Fair Usage Policy that apply to your use of the Services.

1.3. While all of these terms are important, you should pay particular attention to:

1.3.1. the conditions of use of the App as set out in Clause 6;

1.3.2. when you or we may terminate these Terms as set out in Clause 9;

1.3.3. the limitations of the App and the Services and what we cannot commit to providing to you as set out in Clause 13; and

1.3.4. our liability to you as set out in Clause 13.

1.4. You must be over the age of eighteen (18) and a Business User (as defined below) to use the Services.

1.5. You are advised to retain a copy of these Terms and our Privacy Policy when you register to use the App for your future reference. A copy of these Terms and our Privacy Policy are available at: www.pipcall.com/policies/endusertermsandconditions/and https://www.pipcall.com/policies/enduserprivacypolicy/.

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2. Definitions

“Additional Services” means any additional services offered through the System from time to time;

“App” means the PiPcall mobile application(s) available for download from the App Store; “App Store” means Apple App Store or Google Play Store, as the case may be;

“Associated Business” means your employer or the organisation with which you are associated who has:

(i) authorised your use of the App; (ii) authorised your Licence; and (iii) agreed to pay the Charges on your behalf in accordance with a Commercial Contract;

“Business Call” means a phone call made or received by you for business purposes in accordance with your Employment;

“Business User” means an individual who is authorised to use the App on behalf of its Associated Business,

provided that such Associated Business has entered into a Commercial Contract with us;

“Call” means a Business Call or a Personal Call (as the context dictates and as permitted by your Associated Business);

“Charges” means the charges payable by your Associated Business to us for the Services offered through the App and desktop from time to time, including any Licence Fee or any additional charges payable in accordance with the Commercial Contract;

“Commercial Contract” means the contract between us and your Associated Business in respect of the

Services;

“Desktop System” means the PiPcall desktop application(s);

“Device” means a mobile device owned or controlled by you which you use to access the App and the Services in accordance with these Terms;

“Device Requirements” means the operating system required on your Device to enable you to receive and access the Services through the System;

“Employment” means the relationship you have with your Associated Business to carry out duties on

behalf of your Associated Business in return for payment or non-financial rewards;

“End-User Generated Data” means performance data relating to the Systems or Services, including (but not limited to) information relating to inbound and outbound call data;

“Intellectual Property Rights” means patents, copyright and related rights, trade marks, company names and domain names, rights in designs and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world;

“Licence” means an annual or monthly subscription to use the System and Services in accordance with

these Terms and the Commercial Contract;

“Licence Fee” means the fee payable to us for a Licence;

“Login Details” means any combination of email address, mobile phone number, password and one-time security code used to access the System.

“Personal Call” means a personal phone call made or received by you that is not made in connection with your Employment;

PiPcall Portal” means the admin portal for users to gain access to their account. The portal is found at

admin.pipcall.com

“Services” means the services provided by us to you via the App, PiPcall Portal and PiPcall desktop application(s), as more particularly described in Clauses 4, including any Additional Services;

“Term” means the period of time from when you accept the Terms or access the Systems or Services (which is earlier) until the end of the relevant Licence, subject to the terms of Clause 9; and “Website” means our website available at: www.pipcall.com.

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3. Registration

App Users

3.1. The Services are owned and managed by us. All information supplied through the Services are managed by us.

3.2. The App is available to download on both Apple and Android devices. If you downloaded the App you will be bound by the relevant App Store Terms of Service, which you should read carefully before proceeding. In order to access the App, you will be required to enter your mobile number into the App as your identification (or username). You will then receive an authentication code to your Device which will enable you to setup the App and access the Services.

3.3. You acknowledge and agree that the information provided by you to us is true, accurate and correct. You agree to promptly notify us in writing in the event of any changes to any of your information.

3.4. You must notify your Associated Business immediately if your Device is lost or stolen or you suspect or become aware of any unauthorised use of your Device or App.

3.5. Without prejudice to our rights and remedies, we reserve the right to promptly disable or suspend your access to the App, if in our reasonable opinion, we believe that you have breached any of the provisions of these Terms.

Desktop Users

3.6. In order to access the PiPcall desktop applications you will be asked to create an account in order to access our Services. You will be asked to submit certain personal information (including your name, email address and password) in order for us to setup your account. These will be then be used as your Login Details. You cannot register for more than one account.

3.7. Your Login Details are for your own personal use only and you must keep your Login Details confidential and secure. Sharing your Login Details with any other person is strictly prohibited, you agree that you are responsible for: you agree that you are responsible for:

3.7.1. maintaining the confidentiality of your Login Details and for restricting unauthorised use or access to the Services;

3.7.2. the accuracy and content of the information you provide, including ensuring that such information is kept up to date.

3.8. Without prejudice to our rights and remedies, we reserve the right to promptly disable your Login Details and suspend access to the Desktop System, if in our reasonable opinion, we believe that you have breached any of the provisions of these Terms.

3.9. You must notify your Associated Business immediately if you suspect or become aware of any unauthorised use of your Login Details, Services or Systems.

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4. The Services

4.1. We provide a telephony service to you to enable you to make and receive Business Calls and, if your Associated Business permits you to do so, Personal Calls, through the applicable system in addition to other features selected by your Associated Business (our “Services”).

4.2. As part of our Services, you will have access to features provided through the System such as the ability to create and manage contact lists, identify the caller of incoming calls, receive push notifications to your Device to notify you of incoming Business Calls, access to your Call history, recording and accessing your voicemail service and such other features or functionality that we may provide from time to time in accordance with the Commercial Contract.

4.3. You acknowledge and agree that in order to access certain features through the App, you will be required to grant permission for the App to access certain information available on your Device. For example, in order to create contact lists within the App using contacts stored on your Device, the App will require permission to access the contact list on your Device. If you do not grant such permission, you will not be able to access this feature. The user needs to activate all the app permissions that are requested by the App for the app to work.

4.4. We will provide the Services to you using reasonable care and skill.

4.5. We provide the Systems, the Services and any contents or information made available via the Services on an “as is” basis, without warranty of any kind. We make no warranty that the Services will meet your particular requirements or be available on an uninterrupted, secure, or error-free basis. To the extent permitted by law, we make no warranty regarding the quality, accuracy, timeliness, truthfulness, completeness or reliability of our Systems or Services, or any contents or information which we may provide in connection with our Services or Systems.

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5. Support Services

5.1. In the event you encounter any problems with the Services, please visit our online support page available at: https:www.pipcall.com/policies/supportservices/ for more information. If you are unable to resolve the problem, please contact us using the contact information provided in clause 5.3 below.

. 5.2. In the event that we provide you with support services in respect of any problems or faults with the System or Services, you acknowledge and agree that we will access and use End-User Generated Data in order to undertake an analysis of the problem and seek to provide a resolution. This may include accessing call logs and such other information available relating to your use of the Systems or Services. Where problems or faults occur with the App, we may also require you to download the latest version of the App in order to provide a resolution.

5.3. We can be contacted:

· by writing to Assuract Ltd, Cairn House, 7 Lodge Lane, London, N12 8JG; or · by e-mail at support@pipcall.com; or

· via phone at 0330 0948080.

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6. Conditions of use of the Services

6.1. Subject to these Terms, we hereby grant to you a personal, non-exclusive, worldwide, non- transferable, non-sub-licensable licence to download, install, display and use the applicable Services during the Term.

6.2. You acknowledge that use of the System and Services to make Personal Calls (and for other personal use) is governed by your Associated Business’ policy. You agree that you will only use the Services in connection with your Employment unless otherwise agreed or permitted by your Associated Business.

6.3. Unless you have requested from us and received our prior written consent to do the following, or unless expressly permitted in these Terms, you must not:

6.3.1. modify, translate, create derivative copies of, or copy, the Services, in whole or in part, or combine or merge the Services with any other object code or program.

6.3.2. reverse engineer, decompile, disassemble or otherwise reduce the object code of the Services to source code form.

6.3.3. distribute, sub-licence, assign, share, timeshare, sell, rent, lease, grant a security interest in, or otherwise transfer the Services or your right to use the Services, to any third party.

6.3.4. remove, modify or alter any Intellectual Property Right, or other proprietary notices or material belonging to us or our licensors contained and displayed within the Services;

6.3.5. carry out any harmful or illegal activities using the Services; or

6.3.6. use the Services in any manner not expressly authorised by these Terms.

6.4. You must, at all times during your use of the Services:

6.4.1. comply with all applicable laws, regulations, directives and legislation while using the Services;

6.4.2. comply with any guidelines or reasonable instructions issued by us from time to time in respect of your use of the Services;

6.4.3. comply with any applicable third-party terms and conditions in respect of your use of the Services;

6.4.4. not do anything likely to impair, interfere with or damage or cause harm or distress to any persons while using the Services;

6.4.5. not use the Services and/or any knowledge, information, know-how and/or expertise derived from using the Services to commit any criminal or fraudulent act; and

6.4.6. not use the Services and/or not do anything that shall or be reasonably deemed to infringe any Intellectual Property Rights or other rights of any third parties.

6.5. You will:

6.5.1. ensure your Device complies with the Device Requirements prior to installing and using all features of the Services.

6.5.2. in respect of the App, ensure that your Device does not contain any call blocking features or systems which may inhibit the functionality of the Services and, in respect of the Desktop System, ensure

that your Device has adequate anti-virus protection and any appropriate firewall protections to prevent unauthorised access and use of the System or Services.

6.5.3. ensure your Device meets the specification requirements set out here [https:www.pipcall.com/policies/specification/. You acknowledge that we only support the latest versions of the App and mobile operating system (iOS/Android). If you fail to maintain and use these versions of the App and mobile operating system on your Device you may not be able to access the Services; and

6.5.4. take steps to back-up your data, and you acknowledge and agree that our Services are not intended to be used as a back-up facility.

6.6. You agree and acknowledge that in respect of the App:

6.6.1. use of the Services will use part of your data allowance that is provided to you by your network operator and we have no responsibility if you exceed your data allowance as a result of using the Services. You acknowledge and agree that, in order to use the Services through the App, the Services use small amounts of your data allowance in order to facilitate calls. You are responsible for ensuring that you have sufficient data allowance to use the Services and we are not responsible for service fails which result from insufficient data allowance.

6.6.2. your access to and use of the App may be limited by your Device network carrier, corporate data restriction apps, notification blockers and mobile device management systems, which are outside of our control and may restrict or limit your use of the Services.

6.6.3. you may not be able to access and use certain functionalities of the App unless you have internet access through your Device’s mobile spectrum (which includes 3G, 4G or 5G and the Services will not work if you are only connected to 2G) or Wi-Fi connection and you are responsible for making all arrangements necessary for your Device to have internet connectivity;

6.6.4. if you exceed your data usage or otherwise use the Services outside of the Services purchased by your Associated Business (for example making international calls), you may be charged by your network carrier in accordance with your agreement with them as specified in clause 8.6; and

6.6.5. your use of the Services will require the App to create contacts in your personal directory that are necessary for the correct operation of key features of the Services. If you amend or delete these contacts, then you may not be able to access and use certain functionalities of the App.

6.7. You agree and acknowledge that in respect of the Services our Fair Use Policy applies to your use of our Services and is incorporated into these Terms. It is available online at https://www.pipcall.com/policies/fairusepolicy/. You will comply with this Fair Use Policy and any other fair use policy notified to you by us and/or your Associated Business from time to time.

6.8. In the event that you need to call emergency services using your Device and you try to do this using our App, such emergency calls will be made through your network provider or carrier so that the call can be linked to your Device and details connected to that Device.

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7. Accessing the App

7.1. Where you access the App, you acknowledge and agree that:

7.1.1. we are in no way linked, connected or affiliated with Apple, Google, Microsoft or any other mobile

“apps” provider; and

7.1.2. we are solely responsible for providing you with any support and maintenance in respect of the App.

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8. License fees and Charges

8.1. Subject to clause 8.5, your Associated Business is responsible for paying the Charges.

8.2. Our Services are provided via your Associated Business’s Licence.

8.3. Your Associated Business will be responsible for paying your Licence Fees in accordance with the Commercial Contract.

8.4. We reserve the right to terminate or suspend your access to the Services and our provision of the Services if we have not received payment of the relevant Charges within fourteen (14) days of the due date of such Charges from your Associated Business. In such event, we will suspend your access to the Services and/or the provision of the Services until such time as your Associated Business has paid any outstanding Charges.

8.5. You are responsible for all charges, fees, duties and taxes arising out of the use of the Services which is outside of your Associated Business’s Licence. This includes fees imposed by your network provider or carrier which are incurred as a result of your use of the App outside of your Associated Business’s Licence, such as charges related to transmitting or receiving data or data roaming charges when travelling abroad. You acknowledge that such fees will be charged to you directly by your network provider or carrier in accordance with your agreement with them and we do not receive any payment in respect of such charges or use.

8.6 You acknowledge and agree that, in order to use the Services through the App, the App uses small amounts of your data allowance in order to facilitate calls. You are responsible for ensuring that you have sufficient data allowance to use the Services and we are not responsible for service failures which result from insufficient data allowance.

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9. Term and termination

9.1. These Terms apply for the Term (including any Licence renewals in accordance with Clause 9.2, as applicable), unless and until these Terms terminate or expire in accordance with this Clause 9.

9.2. Your Associated Business may renew your Licence at any time and in such circumstances these Terms shall continue to apply during any Licence renewal.

9.3. We may terminate these Terms, or terminate or suspend your use of the Services, immediately by written notice to your Associated Business if:

9.3.1. any Charges remain unpaid by your Associated Business in accordance with Clause 8.4;

9.3.2. we consider that you have used the Services in violation of these Terms;

9.3.3. in our reasonable opinion, we believe there has been unauthorised use or access to the Services.

9.3.4. we have a legal or regulatory obligation imposed on us, which impacts our ability to provide the Services; or

9.3.5. for any other reason provided that we give you thirty (30) days’ written notice.

9.4. Your Associated Business may request that we terminate these Terms, or terminate or suspend your use of the Services and our provision of the Services, and we will act in accordance with your Associated Businesses instructions in the following cases:

9.4.1. the Commercial Contract is terminated (howsoever arising);

9.4.2. your Associated Business believes that there has been unauthorised use or access to the Services; or

9.4.3. your Employment ceases.

9.5. You may delete or remove the App or Desktop System from your Device at any time in which case these Terms shall terminate. If at any time you reinstall the App, these Terms shall apply.

9.6. Upon termination for any reason:

9.6.1. all rights granted to you under these Terms cease.

9.6.2. you must cease all activities authorised by these Terms.

9.6.3. in the case of App users, you must delete or remove the App from your Device.

9.6.4 in the case of a Desktop System, you must delete or remove the Desktop System from your Device; and

9.6.5. you will lose access to all data and information stored on the App as at the date of termination including (but not limited to) call history, call recordings, voice messages, SMS messages and contact lists. Where such information or data contains Personal Data relating to you, this will be dealt with in accordance with our End-User Privacy Policy [https:www.pipcall.com/policies/enduserprivacypolicy/.

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10. Intellectual property

10.1. Other than in relation to any links to third party websites, we own or have a licence to use all right, title and interest in and to the Services, including without limitation all Intellectual Property Rights or other proprietary notices or material belonging to us or our licensors.

10.2. These Terms shall not give or transfer title to or ownership of the Services to you. All rights in and to the Services not expressly granted to you in these Terms are reserved by us.

10.3. You must not do anything which may be seen to take unfair advantage of our reputation and goodwill or could be considered an infringement of any of the Intellectual Property Rights owned and/or licensed to us, without first obtaining our written permission.

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11. Links to our Website

11.1. Hyperlinks to our Website may appear in the information made available to you through the Services. If you access our Website, these End-user Terms and Conditions shall apply to your use of our Website.

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12. Links to third party websites

12.1. Hyperlinks to websites operated by third parties may appear in the information made available to you through the Services. Such hyperlinks are provided for your reference only. We do not control such websites and are not responsible for the contents or your use of them, and as a result we do not accept responsibility for the availability, suitability, reliability or content of such third-party websites.

12.2. Our inclusion of such hyperlinks in any information provided does not imply any endorsement of the material or the views expressed within them.

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13. Our liability

13.1. Nothing in these Terms limits any liability for: (i) death or personal injury caused by our negligence;

(ii) fraud or fraudulent misrepresentation; or (iii) any other liability which cannot be excluded or limited by law.

13.2. Subject to clause 13.1, we will not be liable to you for any:

13.2.1. loss or damage that was not foreseeable to you and us when you accept these Terms. By ‘foreseeable’ we mean that, at the time this contract was made, either it was clear that such loss or damage would occur, or you and we both knew that it might reasonably occur, as a result of something we did (or failed to do);

13.2.2. loss or damage to your Device used to access the App that was not directly caused by us.

13.2.3. loss or damage to you as a result of any interruptions, delays, errors, defects in operation or unavailability of the Services.

13.2.4. loss or damage to you or your Device as a result of any viruses, bugs, worms, spyware, malware, ransomware, trojan horse, logic bombs or other program or code that may cause harm to you or your Device that are caused by the Services.

13.2.5. loss or damage to you resulting from any theft or unauthorised use by a third party of any data you submit to us or that is generated by your use of the App, provided that we have taken reasonable precautions to keep such data secure.

13.2.6. charges incurred by you from a third party (such as your carrier) as a result of your access or use of the Services which is outside of the Services procured by your Associated Business.

13.2.7. delays in the Services or any acts or omissions by us, that result from circumstances beyond our reasonable control, provided that we use reasonable efforts to avoid or rectify such delays, acts or omissions; or

13.2.8. any business loss or damage.

13.3. Subject to clause 13.1, if you use the Services for personal use (which includes making Personal Calls), we will not be liable to you for any loss or damage, whether in contract, tort (including negligence), and whether foreseeable or not, arising under or in connection with the Services, that does not flow directly and naturally from our breach of these Terms.

13.4. Subject to clause 13.1 and 13.2, our liability to you will be limited to the cost of repairing or replacing your Device up to a maximum of £1000.

13.5. You acknowledge that the Services and any other information, software, products and services available through the Services may include inaccuracies and/or typographical errors, and that we do not guarantee the accuracy of, and will not be liable for inaccuracies in the Services.

13.6. Our provision of the Services may be impacted by reasons outside of our control, such as your internet connection, your Device settings and specification, your network provider and the App Store. We will use our reasonable endeavours to make the Services available to you at all times, excluding any planned downtime for maintenance which is notified to you, but we cannot guarantee that the Services will be uninterrupted or fault free, or that defects will be corrected. Although we will do everything, we reasonably can to resolve issues, we are not responsible to you if you are unable to use all or any part of the Services due to a poor internet connection, connectivity issues with your systems, server, device, faulty components in your device, App Store failure or anything else that it would not be reasonable to expect us to control.

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14. Data protection

14.1. We are committed to protecting your privacy and the confidentiality of the information provided by you, or that we collect about you, in respect of your use of the Services and we will use your personal data in accordance with our End User Privacy Policy available at https://www.pipcall.com/policies/enduserprivacypolicy/.

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15. Changes to the Services

15.1. We reserve the right to make changes to the Services (in whole or in part) from time to time including, the removal, modification and/or variation of any of the Services available(“Updates”), and subject to Clause 15.3, we shall notify you of such Updates in accordance with Clause 16.2, where these Updates will have a major impact on your use of the Services. In such circumstances, you may exercise your rights set out in Clause 9.5.

15.2. If you choose not to install an Update or if you opt out of automatic Updates, you may not be able to continue using the

15.3. In the event of a security incident or where a vulnerability in the Services has been identified, we may undertake emergency maintenance and make changes to the Services without prior notice to you in order to protect the integrity of our Service. We may also implement changes to the Services without notice to you where such changes are required as a result of a change in law or regulation which impacts our business, the Services. We are under no obligation to notify you of any improvements and/or changes to the Services that result in minor adjustments or corrections to the Service.

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16. Changes to these Terms

16.1. We may alter or amend these Terms from time to time, including introducing new terms, that are:

(i) the result of a change in the law or our business; (ii) necessary for the provision of the Services; or (iii) the result of any improvements to the Services.

16.2. Subject to Clause 16.4, if we make any material changes (including any material changes to our policies), we will: (i) give you at least one (1) month’s prior written notice by email, SMS or, for App users, via in-App notifications; and (ii) make available a copy of the new terms and conditions, which will take effect from the expiry of the notice period in (i).

16.3. Between receipt of the notice pursuant to Clause 16.2, and the proposed date of a change, you may exercise your rights set out in Clause 9.5. By continuing to use the Services from the date of the change, you are accepting such changes to these Terms.

16.4. We are under no obligation to notify you of any changes to these Terms that result in minor adjustments or corrections to these Terms, but we will publish the updated Terms on our website.

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17. Disputes and complaints

17.1. If you would like to make a complaint or raise a dispute about these Terms, or our Services, we would welcome the opportunity to discuss it with you in the first instance. If you are not satisfied with our response, you can raise a complaint with the Communications Ombudsman. More information is available at: https://www.ombudsman-services.org/sectors/communications.

17.2. These Terms are governed by the laws of England, although if you are resident elsewhere you will retain the benefit of any mandatory protections given to you by the laws of the country in which you live. Any disputes will be subject to the non-exclusive jurisdiction of the English courts. This means that you can choose whether to bring a claim in the courts of England or in the courts of another part of the UK in which you live.

17.3. Subject to Clause 17.2, if any court considers any clause of these Terms is illegal, invalid, or unenforceable, such clause will not apply to you or us (as applicable) and will not affect the validity or enforceability of the remainder of the terms of these Terms.

17.4. If you have a complaint or query about these Terms, the Services, or if you feel that any materials appearing on the Services are offensive, objectionable or potentially defamatory, you may contact our customer services team at support@pipcall.com by providing full details of the nature of your complaint and the materials to which the complaint relates.

17.4. We have procedures in place to make sure that we handle your complaint fairly and quickly.

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18. Other important terms

18.1. You must provide us with an email address, your mobile phone number for your Device and your phone number that will be presented to those you make a Business Call to, and you must let us know if any of these change during the Term.

18.2. References to “in writing” in these Terms in respect of a notice from one party to the other shall be

effective if sent by email.

18.4. We may transfer our rights and obligations under these Terms to another organisation at any time without your consent. You are not allowed to transfer your rights under these Terms to anyone

18.5. Any failure by you or us to enforce (at any time) any term or condition of these Terms, will not be considered a waiver of your or our right (as applicable) to enforce any terms of these Terms.

18.6. Nothing in these Terms shall give, directly or indirectly, any third party any enforceable benefit or any right of action against us under the Contracts (Rights of Third Parties) Act 1999 and such third parties shall not be entitled to enforce any term of these Terms against us.

End-User Privacy Policy

1.INTRODUCTION

Assuract Limited,trading as PiPcall (“Assuract”, “we“, “us” or “our”) is a provider of telecommunications services and solutions. For more information about Assuract,please visit our website: www.pipcall.com(“Website”).

We have developed the PiPcall mobile application (the “App”) which is available for download from the App Store and a desktop application (“Desktop System”), which allows a user to make and receive calls once installed on the user’s mobile or desk top device, as applicable. We have also developed a web portal that allows customer administrators to manage the users, numbers, extensions and licences for their Associated Business (the “PiPcall Portal”). The App, the Desktop System, and the PiPcall Portal together being the “Services”. The Services include a number of features such as managing contacts, providing caller identity details when receiving a call, voicemail services, SMS messaging, turning on a ‘do not disturb’setting and accessing the history of calls made through the System (the“Services”); more information about the features offered via the App can be found in the terms and conditions available here: www.pipcall.com/policies/endusertermsandconditions/.The Services available to you in the App may be limited or restricted by your employer or the organisation with which you are associated (“AssociatedBusiness”), who has authorised your use of the App, or by the settings you have enabled or disabled within the App.

References to “you”or “your” in this privacy policy means the user of the Services. The Services are only available to “Business Users”, which means an individual who is authorised to use the Systems and Services on behalf of its Associated Business, provided that such Associated Business has entered into an agreement with us and has agreed to pay the charges for the individual’s use of the Services.

We are committed to protecting and respecting the privacy of our Business Users and the privacy of the contacts that you store in the App (“Contacts”). This privacy policy(“Privacy Policy”) sets out the basis on which the personal data collected from you, or that you provide to us, will be processed by us. Please read the following carefully to understand how we will use your personal data. For the purpose of data protection legislation in the UK, we are the controller of personal data.

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2.WHAT PERSONAL DATA DO WE COLLECT AND PROCESS, AND HOW DO WE USE IT?

When you use the Services, you may provide us with certain personal data, or we may collect personal data about you from your Associated Business. Under data protection law, we can only use your personal data if we have a legal basis for doing so,e.g., where you have given your consent; to comply with our legal and regulatory obligations; for the performance of a contract with you; or for our legitimate interests or those of a third party.

A legitimate interest is when we have a business or commercial reason to use your information, so long as this is not overridden by your own rights and interests. We will carry out an assessment when relying on legitimate interests, to balance our interests against your own.

When we collect and process such personal data, we will do so in accordance with this Privacy Policy and for the following purposes:

Registering an account

If you are a Business User, you have been authorised by your Associated Business to use the Services to carry out the duties required of you by your Associated Business.You will be required to register an account with us:

(1) If you are using the Desktop System you will be required to provide us with your name, the name of your Associated Business, your work email address; or

(2) If you are using the App, you will be required to enter your mobile number when registering for the App. You will then be sent an authentication code to your Device which will enable you to setup the App and you will be allocated a PiPNumber (as explained further below),

(together “Account Data[JA1] ”).

For App users, a“PiP Number” will also be allocated to you to enable you to make and receive calls via the App to the mobile device registered to your account. You may share your PiP Number with your Contacts to enable your Contacts to make a call to your PiP Number. In some circumstances your Associated Business may choose to override your PiP Number and allow you to use your Associated Business phone number instead. In this situation your Associated Business will provide us with details of your Associated Business phone number so that the system can be configured appropriately to enable you to receive the Services via your Associated Business phone number.

We process your Account Data in order to set up your account and enable you to receive the Services from us. We process your PiP Number and your Associated Business phone number for the purposes of facilitating your calls using the App, which is further explained below.

We process your Account Data, your PiP Number and your Associated Business phone number to pursue the legitimate interests of your Associated Business, who has engaged us to provide the Services to it and its Business Users. Your Associated Business intends for you to use the App to carry out the duties required of you by your Associated Business and therefore requires you to have an account with us via which we provide the Services to you.

Creating contacts in, and transferring contacts to, the App:

You may create a Contact in the App for the purposes of making calls to, or receiving calls from, such Contact. When you create a Contact, you may provide us with the Contact’s first name, last name, company name, email address(es) and phone number(s) for their contact telephone number (“Contact Data”). As a minimum you will be required to provide us with a phone number of the contact.

If you transfer a Contact from your mobile device to the App the following data about the Contact is copied to the App: first name, surname, employer or organisation associated with, source (e.g. if the data originates from the mobile device, or webmail or other application), phone number(s), phone number(s) label (e.g. office, home or mobile), email address(es) and email address label(s) (e.g. work or personal) (“Transferred Contact Data”).

We process the Contact Data and Transferred Contact Data for the purposes of displaying the identity of callers who make calls to you via the App. We also store the Contact Data and Transferred Contact Data in a database and display this to you as a list of Contacts that you may wish to make a call to via the App. You may designate a Contact as a favourite, which will be listed as one of your favourites within this feature of the App, so that you can make calls to your favourite Contacts without searching through the entire list of your Contacts.

We process the Contact Data and Transferred Contact Data of your Contacts to pursue your legitimate interests to improve the usability of the App and enable you to use the App most effectively. You can efficiently identify Contacts by name when using the App (including when making and receiving calls, accessing your call history and designating Contacts as favourites) and efficiently interact with your Contacts through various mediums (as a result of storing additional contact information,such as email addresses). As a result of us processing the Contact Data and Transferred Contact Data, you see more than a list of phone numbers within the App.

Making and receiving calls:

We process call details when you make and receive calls via the Services, and such records contain the date and time of when a call begins and ends, whether the call was an incoming or outgoing call, and the phone number of the person you make a call to or received a call from. Where your Associated Business has purchased call recording technology as part of the Services we provide, we will also record the content of your call and pass such recordings to your Associated Business as instructed by them in accordance with any additional terms provided with the PiPcall Corporate Customer Contract. Further information relating to call recordings should be provided to you by your Associated Businesses (either in their privacy policy or associated policy and procedure documents).Together, the information referred to in this paragraph is collectively “Call Data”.

We process your Call Data to provide our call service to you and enable you to make and receive calls via the App.

We process your Call Data to pursue the legitimate interests of your Associated Business, who has engaged us to provide the Services to it and its Business Users. Your Associated Business intends for you to use the App to make and receive calls,and we are required to facilitate such calls and comply with our obligations of providing the Services to you pursuant to the contract we have with your Associated Business.

Accessing your call history:

We process some of your Call Data to enable you to see your call history, which includes the date and time of when the call was made or received, the duration of the call,whether the call was an incoming or outgoing call, the phone number of the person you made a call to, or received a call from, the phone number you used to make or receive the call, which may be your personal phone number or work phone number (via your PiP Number), and if you have created or transferred such person as a Contact to the App (which means their Contact Data or Transferred Contact Data is in the App), their name will also be displayed (collectively“Call History Data”).

We process your Call History Data to provide you with access to an itemised history of the calls made and received via the App.

We process your Call History Data to pursue your legitimate interests to enable you to use the App most effectively. You can efficiently identify records of Contacts that you have made calls to, or received calls from, when using the App.

Accessing your voicemail service:

You may record a voicemail greeting which may be played to those making a call to you if you are unable to receive the call (“Pre-Recorded Voicemail Data”).

We process voicemail records which contain the recording of the caller’s message, the phone number of the caller, the date and time of when the message was recorded (together“Recorded Voicemail Data”).

We process your Pre-Recorded Voicemail Data and Recorded Voicemail Data for the purposes of notifying you when you have missed a call and enabling callers to leave you a message in such event.

If you record a voicemail greeting, we process your Pre-Recorded Voicemail Data to pursue your legitimate interests by enabling you to provide a personalised message to callers if you are unable to take the caller’s call. If the caller records a voicemail message, we process the Recorded Voicemail Data to pursue your legitimate interests by enabling the caller to leave a message which you may respond to later.

It is not a mandatory requirement of using the App that you record a voicemail greeting(unless your Associated Business requires otherwise) or that a caller leaves a voicemail in the event you miss the caller’s call.

Fraud monitoring:

We may monitor call activity (which includes the call duration and destination of the call) on your account using your Call Data for the purposes of checking for unusual activity which may be the result of fraudulent activity.

In order to be able to investigate fraudulent activity, we process your Call Data to pursue the legitimate interests of your Associated Business to protect against unauthorised use and spending activity on your account.

We are required to impose spending limits if you have a pay-as-you-go subscription service, and we monitor your spending activity for the purposes of complying with our legal and regulatory obligations to impose such spending limits in these circumstances.

Providing you with support:

You may require our assistance from time to time. If you contact us for help, we will raise a ticket and need certain information from you, which may include: details of the Service you are using (such as the version number you have installed), the nature of the problem you are experiencing and any alternative contact details we can use to reach you in the event your telephone number or registered email address is not working (“Support Data”).

We will process your Support Data to pursue the legitimate interests of your Associated Business, who has engaged us to provide the Services to it and its Business Users. We have an obligation to provide you with support as a Business User of our App.

Complying with legal and regulatory requirements:

We are required to comply with certain legal and regulatory requirements and may process your personal data for compliance with such legal or regulatory obligation, to which we or regulators or law enforcement agencies are subject.

[JA1] These 3 words could be deleted

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3.WHO DO WE SHARE YOUR PERSONAL DATA WITH?

By using the App,we may need to disclose your personal data to selected third parties in the following limited circumstances:

1. Third party user authentication provider: your email address, mobile phone number and password are held securely by our third-party user authentication provider to enable you to securely login and use the Service. This service provider allows you to manage or change your password for the App at any time.

2. Third party contact database provider: Contacts you create and manage in the App are stored securely in a database provided by our third-party contact database provider.By maintaining a copy of the database of your Contacts outside of your phone we can retrieve the database of your Contacts should your phone be damaged, lost or stolen and your Contacts can be maintained centrally and synchronized across each device you install the App on.

3. Third party infrastructure providers: your personal data is held and processed securely by us on the dedicated systems supplied, monitored and maintained by our third-party infrastructure providers.

4. Your Associated Business: we share your Call Data and Call History Data with your Associated Business for the purposes of billing your Associated Business for the calls made and received via the App to and from your work phone number (via your PiPNumber). Your Associated Business will act as a data controller of your personal data and their use and processing of your personal data shall be in accordance with their own privacy policy.

5. Third party telecommunications providers of call services: in order for us to connect a call you are making, or a call you are receiving, we transfer your PiP Number,or your Associated Business phone number if your account has been configured to override your PiP Number (which we configure following instructions we receive from your Associated Business), to a third-party telecommunications provider that owns or leases the network over which we transmit your call. We also transfer the phone number of the destination or individual which you are calling.

6. To comply with legal or regulatory requests: if we are under a duty to disclose or share your personal data in order to comply with any legal or regulatory obligation, we may share your personal data with a regulator or law enforcement agency.

7. We use a third-party payment provider to process payments from our customers for their use of our Services. We do not receive any personal financial data in order to process payments from our customers.

8. Third party service providers: from time to time, we engage third party service providers to help us run our business, such as external marketing agencies and use of back-office functions (e.g., CRM tools).

9. We may also need to share your personal data with external auditors in relation to our regulatory requirements, accreditation's and for the auditing of our accounts.

10. Corporate restructure or sale: In the event that our business goes through a corporate restructure or there are third parties interested in purchasing all or part of our business, we may also need to share some of your personal data with the potential buyers and their advisors. Usually personal data will be anonymised but this is not always possible, however, in which case the recipient will be bound by confidentiality obligations.

Aggregating and anonymising data

We may aggregate and anonymise your personal data that we have collected for one of the purposes identified above. We use such aggregated and anonymised data to identify ways we can improve our services. Once such data is anonymised and aggregated, we will retain such data for as long as we require. Such data is not capable of being used to identify you as an individual.

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4.TRANSFERS OF YOUR PERSONAL DATA

We will not transfer your personal data outside of the EU or the UK, except to selected third parties that we have instructed to help us provide the Services to you,including in particular that we use Microsoft’s Azure cloud services, Auth0’scloud authentication services and Realm.io’s cloud database and synchronization services, and such third parties may process and store your personal data in any one of their geographically distributed data centres as part of its cloud platform.

In the case of transfers of your personal data outside of the EU or the UK, where the transfers are not to countries that provide an adequate level of protection and have been granted an adequacy decision by the European Commission or Information Commissioners Office (as applicable), we will put in place appropriate safeguards to cover transfers of your personal data which may include, for example, signing standard contractual clauses/data protection clauses adopted by the European Commission or Information Commissioners Office(as applicable), or such other transfer mechanisms as are permitted by the applicable data protection laws from time to time.

If there are any other circumstances which would require us to transfer your personal data outside of the EU or the UK, we will, where applicable, put appropriate safeguards in place to cover transfers of your personal data including, for example, signing standard contractual clauses/data protection clauses adopted by the European Commission or Information Commissioners Office (as applicable),or such other transfer mechanisms as are permitted by the applicable data protection laws from time to time.

In the absence of an adequacy decision or appropriate safeguards, we may transfer personal data to a third country or international organisation where an exception applies under relevant data protection law, e.g.:

·       you have explicitlyconsented to the proposed transfer after having been informed of the possible risks,

·       the transfer isnecessary for the performance of a contract between us or to take pre-contractmeasures at your request,

·       the transfer isnecessary for a contract in your interests, between us and another person, or

·       the transfer isnecessary to establish, exercise or defend legal claims.

We may alsotransfer information for the purpose of our compelling legitimate interests, solong as those interests are not overridden by your interests, rights andfreedoms. Specific conditions apply to such transfers, and we will providerelevant information if and when we seek to transfer your personal data on thisground. If you would like further information, please contact us via email at data.protection.officer@pipcall.com.

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5.COOKIES

We use cookieswithin our Website and some Services. For information about the cookies that weuse, please see our Cookie Policy available here: www.pipcall.com/policies/cookiepolicy/.

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6.OUR WEBSITE AND THIRD-PARTY WEBSITES

Our App and Services may contain links to our website and third-party websites. If you follow a link to a third-party website, please note that this Privacy Policy does not apply to those websites. We are not responsible or liable for the privacy policies or practices of those websites, so please check their respective policies before you submit any personal data to those websites.

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7.MARKETING

Unless you are also an administrator of your business account, we will not use your personal data for marketing purposes. If you are also an administrator of your business’s account, please see our Customer Privacy Policy available at: pipcall.com/policies/customerprivacypolicy/.

We will always treat your personal data with the utmost respect and never share or sell it too the third- party organisations for marketing purposes.

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8.DATA RETENTION

We store your personal data in line with legal, regulatory, financial and good-practice requirements, and unless otherwise required by law, on the following basis:

·       Account Data is deleted 12 months after an account is terminated.

·       Support Data is deleted 12 months after an account is terminated.

·       Contact Data and Transferred Contact Data is deleted 1 month after an account is terminated.

·       Call Data and Call History Data is deleted 84 months after an account is terminated to enable us to deal with any account related and billing queries from your Associated Business.

·       Pre-Recorded Voicemail Data is deleted 1 month after an account is terminated

·       Recorded Voicemail Data saved by the user is deleted 1 month after an account is terminated.

Where you have participated in a free trial of our services, we will retain your email address and telephone number for a period of 1 year in order to ensure that you do not obtain further free trials where you are not permitted to do so.

When it is no longer necessary to keep your personal data, we will delete or anonymise it.

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9.ACCESSING YOUR PERSONAL DATA AND YOUR RIGHTS

As a result of us collecting and processing your personal data, you have the following legal rights:

·       To access personal data held about you.

·       To request us to make any changes to your personal data if it is inaccurate or incomplete.

·       To request your personal data is erased where we do not have a compelling reason to continue to process such data in certain circumstances – for example, we may be required to retain your personal data to comply with our own legal obligations, in which case we may not be able to comply with your request.

·       To receive your personal data provided to us as a data controller in a structured, commonly used and machine-readable format where our processing of the data is based on:(i) your consent; (ii) our necessity for performance of a contract to which you are a party to; or (iii) steps taken at your request prior to entering into a contract with us and the processing is carried out by automated means.

·       To object to, or restrict, our processing of your personal data in certain circumstances.

·       If we use your personal data for direct marketing, you can ask us to stop, and we will comply with your request.

·       If we use your personal data on the basis of having a legitimate interest, you can object to our use of it for those purposes, giving an explanation of your particular situation, and we will consider your objection.

·       To object to, and not be subject to a decision which is based solely on, automated processing(including profiling), which produces legal effects or could significantly affect you; and

·       To lodge a complaint with a data protection supervisory body.

·       To exercise any of your rights set out above, including to withdraw your consent where we have stated we are processing your personal data based on your consent, please contact us at data.protection.officer@pipcall.com.

You also have the right to lodge a complaint with the Information Commissioner. The Information Commissioner may be contacted at ico.org.uk/make-a-complaintor telephone: 0303 123 1113.

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10.CONTACTING US AND CHANGES TO YOUR PERSONAL DATA

If you have any questions, comments and requests about this Privacy Policy or your personal data, please email us at: data.protection.officer@pipcall.com.

Please notify us by email with any changes to your personal data at any time during your use of the App.

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11.CHANGES TO OUR PRIVACY POLICY

Any changes we may make to this Privacy Policy in the future will made available to you on our website or displayed within our App and, where appropriate, notified to you by email.

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Fair Use Policy

Fair Use Policy

Our fair usage policy (the “Policy”) ensures that all of our customers and users receive a fast and reliable service. This Policy supersedes all previous versions of the Policy.

This Policy is incorporated into the End-User Terms and Conditions (the “Terms”). We may update this Policy from time to time at our sole discretion. Unless otherwise stated, defined terms in this Policy shall have the meaning given in the Terms and the same rules of interpretation apply.

This Policy sets out how you may access and use our Services. For further details of unlimited call and text bundles, please refer to http://pipcall.com/policies/pricing/.

TRIAL PERIODS

If you have engaged in a free trial of the Services, we may provide you with limited or restricted use of our Services, which does not include all features or functionality available through the paid services, for example features such as international calling or premium rate calling are excluded from the free trial.

PROHIBITED USES

You may use the Services only in accordance with the Terms, for lawful purposes. You may not:

1. use the Services nor permit them to be used:

(a) in any way that breaches any applicable local, national or international law or regulation;

(b) in contravention of additional prohibitive clauses found at https:/www.pipcall.com/policies/prohibiteduses/

(c) in any way that is unlawful or fraudulent, or has any unlawful or fraudulent purpose or effect;

(d) for the purpose of, or in any manner that has the effect of, harming or attempting to harm minors or any other person in any way;

(e) to transmit, or procure the sending of, any unsolicited or unauthorised advertising or promotional material or any other form of similar solicitation (spam) or to commit or promote any unlawful activity, such as “phishing”;

(f) to transmit information that is libellous, unlawful, harassing, abusive, threatening, abusive of

another’s privacy, harmful, vulgar, defamatory, obscene, pornographic;

(g) in such a manner or for any purpose that is inconsistent with this Policy, the Terms, your

network provider’s policies, or the Commercial Contract (where applicable) or;

(h) in any manner or engage in any action that might be considered, in our sole and absolute opinion:

i. abuse of the Services and/or our system;

ii. excessive or unfair use of a Service; or

iii. causing damage, disable, overburden, impair or compromise to our systems or security or interfere with other customers and users;

(i) to transmit any data, send or upload to our Services or any operating system any material that contains viruses, Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware or any other harmful or malicious programs or similar computer code designed to adversely affect the operation of any computer software or hardware;

(j) to attempt to circumvent any security controls or mechanisms, including password or user authentication methods of any person, where applicable;

2. reproduce, duplicate, copy, re-sell all or use any part of our Services in contravention of the provisions of the Terms, this Policy, or the Commercial Contract (where applicable) and;

3. access without authority, interfere with, damage or disrupt any part of a Service, any of our equipment or network, any software used in the provision of a Service, or any equipment or network or software owned or used by any third party;

4. infringe our intellectual property rights or those of any third party in relation to your use of the Services (to the extent that such use is not licensed by the terms, this Policy or the Commercial Contract, where applicable);

5. use or display our or a third party’s trade marks, logos or trade names used on our Services in any manner without our prior written consent; or

6. collect or harvest any information or data from any of our Services or attempt to decipher any transmissions to or from the servers running any Service.

BREACH OF THIS POLICY

Failure to comply with this Policy constitutes a material breach of the Terms upon which you are permitted to use the applicable Service.

In addition to our rights and remedies under the Terms (and/or the Commercial Contract where applicable), we may take all or any of the following actions depending on the severity of the breach:

1. issue a warning to you;

2. requiring you to cease or moderate your use of the Services;

3. immediate, temporary or permanent limitation or withdrawal of your right to access or use the Services;

4. initiate legal proceedings against you for reimbursement of all costs on an indemnity basis (including, but not limited to, reasonable administrative and legal costs) resulting from your breach;

5. commence any further legal action against you; and/or

6. disclose such information relating to the breach to law enforcement authorities as we reasonably feel is necessary or as required by law.

To the extent permitted by law, we exclude our liability for any loss or damage that you may incur or suffer as a result of any and all action we may take in response to your breaches of this Policy. The actions we may take are not limited to those described above, and we may take any other action we reasonably deem appropriate.

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