Terms and Conditions

1. Interpretation

The following definitions and rules of interpretation apply in these terms and conditions.

1.1 Definitions

• Account: the Customer’s account for the provision of Services and/or Mobile Equipment under the Contract, set up by XTRA which may or may not have a specific account number.
• Airtime Agreement: an agreement for your mobile services, i.e. your minutes, texts or data.
• Business Day: a day other than a Saturday, Sunday or public holiday in England, when banks in London are open for business.
• Buyout: has the meaning set out in clause 9.2.
• Cancellation Fees: the return of any Buyout paid by XTRA to the Customer or its previous network, the return of any Deal Incentives paid to the Customer and the recommended retail price (as at the Commencement Date) of any Mobile Equipment provided by or on behalf of XTRA to the Customer together with any applicable Charges pursuant to clause 7.2.
• Charges: the charges detailed at clause 7.
• Commencement Date: means the date upon which the “Proposal and Contract” is signed by or on behalf of the Customer by electronic signature.
• Conditions: these terms and conditions as amended from time to time in accordance with clause 19.8.
• Connection: any mobile, fixed, VOIP or data connection or similar that can or does utilise Network Services pursuant to a Network Contract.
• Contract: the contract between XTRA and the Customer that is made up of these Conditions and the Order and the Proposal and Contract for the supply of Services and/or Mobile Equipment.
• Control: shall be as defined in section 1124 of the Corporation Tax Act 2010, and the expression change of control shall be construed accordingly.
• Customer: the party named in the Proposal and Contract which is the recipient of the Services, Network Services and/or Mobile Equipment.
• Data Protection Legislation: means any laws and regulations relating to privacy or the use or processing of data relating to natural persons, including the UK GDPR and the Data Protection Act 2018.
• Deal Incentive: the monthly discount as detailed in the Network Contract.
• Delivery Location: the address specified in the Proposal and Contract.
• Fair Usage Policy: the applicable fair usage policy for the Network Contract.
• Force Majeure Event: has the meaning set out in clause 17.
• Minimum Period: the contract length specified in the Proposal and Contract.
• Mobile Equipment: handsets, tablets, USB drives, SIM cards, data cards and any other equipment.
• Network Contract: the contract between the Customer and the Network Provider for Network Services.
• Network Provider: Plan Communications Limited, a third-party telecommunications provider.
• Network Services: telecommunications and data services provided by the Network Provider.
• Personal Data: as defined in Data Protection Legislation.
• Proposal and Contract: the Network Provider document requiring customer signature.
• Purchase Order: an XTRA-issued document detailing Services, signed by customer.
• Services: XTRA-supplied services including procurement of Network Services.
• Small Business Customer: an organisation with a maximum of 10 employees.
• XTRA: Xtra Phones UK Limited, Suite 2 Haughmond View, Shrewsbury Business Park, Shrewsbury, Shropshire, SY2 6LG (company number 08204476).

1.2 Interpretation Rules

• “Person” includes natural persons and corporate/unincorporated bodies.
• Party references include representatives, successors, and permitted assigns.
• Statute references include amendments and subordinate legislation.
• Terms like “including” are illustrative, not limiting.

2. Basis of Contract

2.1 The Contract commences on the Commencement Date (Proposal and Contract signature or service usage) and automatically renews per clause 15.4 until terminated per these Conditions.

2.2 By signing the Proposal and Contract, purchasing products, or using services, the Customer acknowledges reading, understanding, and unconditionally agreeing to these Terms. Full terms are available at comparethenetworks.com/terms-and-conditions.

2.3 If the Network Provider rejects the Network Contract on or after the Commencement Date, the XTRA contract remains in full force unless otherwise terminated.

2.4 XTRA provides no mobile signal coverage warranty. The Customer confirms conducting due diligence for adequate coverage before contract entry.

2.5 Notwithstanding clause 13.2, XTRA may terminate within the first 30 days for any reason with 7 days’ notice.

2.6 These Conditions apply exclusively; customer-imposed terms are excluded.

2.7 XTRA quotations are valid for 10 Business Days only.

2.8 All Conditions apply to Services and Mobile Equipment except where specified otherwise.

2.9 The Customer warrants that it is acting in a business capacity.

2.10 The Customer may specify a spending/billing cap upon contract entry or 30 days’ notice. The Customer accepts full responsibility for data usage/charges; usage information provided by third parties may be significantly delayed.

3. Mobile Equipment

3.1 Mobile Equipment specified in the Proposal and Contract shall be provided per contract terms.

3.2 Equipment provision is subject to availability.

3.3 Equipment shall be delivered within 3 months of commencement; if unavailable, the account will be credited with XTRA’s trade purchase cost.

3.4 Equipment shall be delivered to the Delivery Location specified in the Proposal and Contract or as the parties agree.

3.5 Delivery is deemed complete the second business day after XTRA or the Network Provider posts equipment or courier collects it for Delivery Location delivery.

3.6 Quoted delivery dates are approximate; time is non-essential. For migrations, no equipment is dispatched until porting codes are provided. XTRA is not liable for delays from Force Majeure, third-party manufacturers, or customer instruction failures.

4. Quality of Mobile Equipment

4.1 XTRA passes manufacturer warranty benefits to the Customer.

4.2 The Customer acknowledges that repair, service or tampering attempts may invalidate manufacturer warranty.

4.3 If the Customer notifies XTRA in writing within a reasonable time of non-compliance with warranties (clause 4.2), XTRA will repair, replace, credit the account, or issue a credit note.

4.4 XTRA is not liable if: (a) the Customer uses equipment after notice; (b) the Customer alters, repairs or tampers with equipment; (c) the defect arises from fair wear and tear, wilful damage, negligence or abnormal storage; (d) specification changes for regulatory compliance.

5. Title and Risk

5.1 Risk passes to the Customer upon delivery completion.

5.2 Title passes only upon valid contract termination per Conditions and full payment of all sums including Cancellation Fees.

5.3 Until title transfer, the Customer shall: (a) maintain equipment in satisfactory condition and insure against all risks for full price on XTRA’s behalf from delivery; (b) immediately notify XTRA of events listed in clauses 13.2(b)–13.2(d); (c) provide XTRA with requested equipment information.

5.4 If pre-title-transfer events occur (clauses 13.2(b)–13.2(d)), XTRA may at any time require equipment delivery or enter customer/third-party premises to recover equipment.

5.5 Subject to payment and commitment fulfilment, XTRA supplies and the Customer receives Services/Mobile Equipment per contract.

6. Customer’s Obligations

6.1 The Customer shall:

• Ensure the Proposal and Contract is complete and accurate.
• Cooperate with XTRA on Services/Network Services (including promptly signing the Network Contract).
• Provide XTRA with required information and materials (including porting codes) ensuring completeness and accuracy.
• Promptly notify XTRA of address, office, location, directors, and signatory changes.
• Comply with Network Contract terms including payment.
• Authorise the Network Provider to disclose information to XTRA.
• Authorise XTRA to review, monitor and manage the account per Network Provider functionality.
• Return a copy of the Proposal and Contract within 14 days of Commencement.
• Within 14 days, send returnable handsets (with passcodes) specified in the Proposal and Contract, free from activation locks; values are based on mazumamobile.com trade-in pricing.

6.2 Clauses 6.1(a)–(i) are conditions of the contract. For clause 6.1(i) breach, the Customer is liable for £250 per retained handset, missing passcode, incorrect passcode, or locked handset. XTRA may set off Buyout/termination fees against sums due, or set off handset value differences against Deal Incentives/Cancellation Fees.

7. Charges and Payment

7.1 The price comprises the Proposal and Contract amount plus charges under clauses 7.2–7.3. Certain charges are payable directly to the Network Provider. Additional services (bolt-ons, international calls, roaming, premium numbers, data, texts, messages, Fair Usage Policy breaches, information services) are priced per the Network Contract at the time of utilisation.

7.2 On early termination, the Customer is liable to XTRA for: (a) £250 per Connection connected or to be connected; plus (b) £250 consultation fee.

7.3 XTRA reserves the right to increase the Mobile Equipment price pre-delivery to reflect XTRA cost increases.

7.4 XTRA invoices Contract Charges; the Network Provider invoices Network Services.

7.5 The Customer shall pay: (a) within 14 days of invoice; (b) full cleared funds to an XTRA-nominated account; time of payment is essential.

7.6 The Customer is liable for Charges regardless of utilisation (including unauthorised or fraudulent use).

7.7 Invoices are deemed undisputed unless the customer notifies XTRA in writing within 30 days identifying dispute reasons with supporting documentation.

7.8 All amounts are exclusive of VAT. The Customer pays VAT per valid invoice upon receipt.

7.9 Late payment: the Customer pays 4% per annum above Barclays Bank base rate, compounding quarterly, from due date until payment.

7.10 The Customer pays without set-off, counterclaim or deduction (except legally required withholdings). XTRA may set off amounts owed against sums payable to the Customer.

8. Deal Incentives

8.1 The Customer pays the Network Provider full charges regardless of any Deal Incentive. If the contract and Network Contract are not breached, the Customer benefits from the Deal Incentive from Network Contract commencement to the date specified in the Proposal and Contract (or the Review point per clause 15.4 if unspecified). No Deal Incentive applies post-Review. Clause 8 prevails if inconsistent with the Proposal and Contract.

9. Buyout

9.1 The Customer acknowledges possible termination charge liability to Network Providers or third parties for cancelling pre-existing contracts.

9.2 The Proposal and Contract may specify an XTRA reimbursement amount (Buyout) for termination charges. XTRA reimburses upon receiving VAT invoices from the old supplier and customer (Buyout value inclusive of VAT). If insufficient, the Customer remains liable for the remainder.

9.3 The Customer remains liable for termination charges. If the contract and Network Contract are unbreeched (excluding pre-existing services), XTRA reimburses per invoices in three monthly instalments, first payment within 90 days of invoice receipt.

9.4 Where XTRA pays a Buyout upfront (when not contractually obliged), XTRA pays the Network Provider immediately without delay.

10. Deal Incentives, Early Term Fees, Payments, Reclamations & Subsidies

10.1 XTRA may provide a subsidy via:

• Deducting subsidy from Mobile Equipment value
• Deducting subsidy from Airtime Agreement
• Payment after 6–12 months from connection for 36+ month contracts
• Discharging Customer’s termination charges (with valid invoice)

10.2 The subsidy is payable within 14 days of the customer presenting an invoice if: (a) the Connection is active on the payment due date; and/or (b) the prescribed period has elapsed; and/or (c) the invoice has been submitted per agreement terms.

10.3 Invoicing deadlines:

• Termination charges within 3 months of connection
• Clause 10.1(c) payments during the Minimum term
• Equipment/Services deductions during the Minimum term

10.4 Failure to invoice/claim within the prescribed timescales terminates the subsidy right.

10.5 The subsidy is conditional on:

• Connection maintenance for the Minimum term
• No downward migration during the contract
• Other XTRA-notified conditions

10.6 Condition breach entitles XTRA to reclaim or withhold the affected subsidy portion.

10.7 The subsidy becomes repayable if:

• Disconnection prior to Minimum term expiry
• Upgrade or reassignment without Network Provider, dealership or broker permission pre-Minimum term
• Transfer to another network, provider, dealership or broker pre-Minimum term
• Downward migration during the Minimum term

10.8 If the Service/Network Provider withholds or reclaims connection commissions, XTRA reclaims a subsidy proportion equivalent to the monthly amount multiplied by unexpired Minimum term months (pro rata for incomplete months).

10.9 Reclaimed or withheld sums are invoiced to the Customer, payable per these terms.

10.10 Any agreement breach renders all subsidies immediately repayable.

11. Confidentiality

11.1 The parties shall not disclose the other party’s confidential information during the contract or for 3 years post-termination, except per clause 11.2.

11.2 Disclosure is permitted to:

• Employees, officers, representatives, subcontractors and advisers requiring information for contract performance (the recipient must comply with clause 11).
• As required by law, court or governmental/regulatory authority.

11.3 The parties shall not use the other’s confidential information beyond contract performance.

12. Limitation of Liability

12.1 These Conditions do not limit XTRA liability for: (a) death or personal injury from negligence; (b) fraud or fraudulent misrepresentation; (c) any matter for which it would be unlawful to limit liability.

12.2 Subject to 12.1, XTRA is not liable for:

• Lost profits
• Lost sales or business
• Lost agreements or contracts
• Lost anticipated savings
• Software, data or information loss/corruption
• Goodwill loss or damage
• Indirect or consequential loss

12.3 Subject to 12.1, XTRA’s total liability is limited to the Charges paid by the Customer.

12.4 Sale of Goods Act 1979 (sections 13–15) and Supply of Goods and Services Act 1982 (sections 3–5) implied terms are excluded to the fullest lawful extent.

12.5 Clause 12 survives contract termination.

12.6 Subject to 12.1, the Contract is not rescindable on misrepresentation grounds.

13. Termination and Suspension

13.1 The Customer may terminate at any time via 30 days’ written notice.

13.2 Either party may terminate immediately upon written notice if:

• The other party materially breaches (if remediable, fails to remedy within 30 days of written notice).
• The other party enters administration, provisional liquidation, creditor composition, winding-up (voluntary or by court), receiver appointment, or ceases business (excluding solvent restructuring).
• The other party suspends or threatens suspension, or ceases or threatens business cessation.
• The other party’s financial position deteriorates, jeopardising adequate contract performance.

The Customer is deemed to have provided written termination notice (clause 13.1) if requesting a PAC or entering a third-party Services takeover contract during the Minimum Period.

13.3 XTRA may terminate immediately via written notice if: (a) the Customer fails to make payment on the due date; (b) the Customer cancels a direct debit or automated payment; (c) there is a change in the Customer’s control.

13.4 XTRA may suspend Services, disconnect, or suspend Mobile Equipment deliveries if the Customer fails to make payment on the due date, becomes subject to clause 13.2(b)–(d) events, or XTRA reasonably believes such occurrence is imminent.

13.5 XTRA may suspend Services or disconnect if the Customer fails to sign the Network Contract or make a deposit payment contrary to clause 2.3.

14. Consequences of Termination

14.1 Upon termination, the Customer immediately pays XTRA all Charges, outstanding unpaid invoices, interest, and Cancellation Fees; XTRA may invoice unsupplied Services, Equipment or Charges immediately due upon receipt.

14.2 Cancellation Fees are payable if prior to Minimum Period expiry: (a) the Contract is terminated; or (b) the Network Contract is terminated; or (c) Network Services are disconnected from Customer Network Contract breach.

14.3 XTRA invoices Cancellation Fees, payable immediately upon receipt.

14.4 The Customer acknowledges Cancellation Fees represent a genuine pre-estimate of loss due to early termination (considering the overall commercial deal), not a penalty.

14.5 Termination or expiry does not affect accrued parties’ rights, remedies, obligations or liabilities including breach-related damages.

14.6 Contract provisions intended to continue post-termination remain in full force.

15. Upgrades and Renewal

15.1 If the Proposal and Contract specifies an upgrade or review point, XTRA reviews the Contract, Network Contract and monthly charges (a “Review”). Following a Review, XTRA may offer a new contract; Customer acceptance requires signing a new Contract with a new Proposal and Contract (“New Proposal”).

15.2 Upon New Contract acceptance, clause 15.2 does not apply to the old Contract; the Customer is bound by the New Proposal terms including any new Minimum Period.

15.3 Clause 15 prevails if inconsistent with the New Proposal.

15.4 Neither clause 15 nor the Contract obligates XTRA to: (i) procure a new Network Contract; (ii) provide upgraded or new Mobile Equipment; (iii) reduce Customer Charges. New Contract Mobile Equipment and costs are specified in the New Proposal.

15.5 Unless the Customer provides 30 days’ termination notice pre-Minimum Period expiry, the Contract automatically renews for 12 months (a “Renewal Period”), with no Deal Incentive due, continuing in successive 12-month Renewals until 30 days’ termination notice is given. Clause 15.2 applies if the Customer terminates prior to a 12-month Renewal expiry.

15.6 Clause 15.5 does not apply to Small Business Customers.

15.7 Review is subject to Customer credit status and repayment history (not guaranteed). Cancellation Fees apply if the Contract or Network Contract is cancelled at this point.

16. Dispute Resolution

16.1 The parties shall reasonably endeavour to resolve Disputes. The disputing party notifies the other in writing (per clause 20.2) clearly identifying reasons with supporting documentation.

16.2 Customers with a maximum of 10 employees may access the Ombudsman Services dispute resolution. XTRA’s complaints code is available at comparethenetworks.com/complaints.

16.3 Nothing prevents XTRA from seeking legal remedies at any time.

16.4 XTRA may refer overdue invoices to third-party debt agencies; the Customer is liable for third-party fees plus XTRA Legal Costs.

17. Force Majeure

Neither party breaches or is liable for performance delays or failures from events, circumstances or causes beyond reasonable control.

18. Data Protection

18.1 XTRA and the Customer shall comply with Data Protection Legislation requirements; clause 18 does not relieve, remove, or replace Data Protection Legislation obligations.

18.2 XTRA and the Customer acknowledge that the Customer is the Data Controller and XTRA is the Data Processor per Data Protection Legislation definitions.

18.3 The Customer ensures that necessary and appropriate consents and notices enable lawful Personal Data transfer to XTRA for the agreement duration and purposes.

18.4 XTRA shall, regarding Personal Data: (a) process only as necessary for contract obligations or customer instructions or applicable law; (b) maintain appropriate technical and organisational measures against unauthorised processing or accidental loss or damage; (c) ensure personnel are bound by confidentiality obligations; (d) not transfer outside the European Economic Area without prior written customer consent and appropriate transfer safeguards; (e) assist the customer (at customer cost) in data subject requests and Data Protection Legislation compliance; (f) notify the customer promptly of Personal Data breaches; (g) per customer written direction, delete or return Personal Data upon agreement termination (unless legally required to retain); (h) maintain compliance records and information.

18.5 The Customer consents to XTRA appointing the Network Provider as a third-party Personal Data processor.

19. Indemnity

19.1 The Customer director(s) (jointly and severally if multiple) indemnifies XTRA against all liabilities, costs, expenses, damages, losses (including direct and indirect losses, profit loss, reputation loss, interest, penalties, full indemnity legal costs, professional costs) from: (a) breach or negligent contract performance; (b) contract enforcement.

20. General

20.1 Assignment and Other Dealings: (a) XTRA may at any time novate, assign, mortgage, charge, subcontract, delegate, declare trust over, or otherwise deal with any rights or obligations. (b) The Customer shall not assign, transfer, mortgage, charge, subcontract, declare trust over, or otherwise deal with any rights or obligations.

20.2 Notices: (a) Customer notices to XTRA must be in writing via hand delivery, pre-paid recorded delivery or next working day service at XTRA’s registered office or specified address. (b) XTRA notices to the Customer may be via contact email (from the Proposal and Contract or other primary email) or by post to the registered office or specified address. (c) Notices are deemed received: by hand or recorded delivery upon signature; by post at 9am on the second business day after posting; by email at transmission. (d) This clause does not apply to legal proceeding service or dispute resolution documents.

20.3 Severance: If any provision becomes invalid, illegal or unenforceable, it shall be modified to the minimum extent necessary; if impossible, it shall be deleted without affecting remaining Contract validity.

20.4 Waiver: Only written waivers are effective; non-waiver of subsequent breaches. Non-exercise of a right or remedy does not prevent further exercise.

20.5 No Partnership or Agency: The Contract does not establish a partnership, joint venture, or authorise commitment-making on behalf of the other party.

20.6 Entire Agreement: (a) The Contract constitutes the entire agreement, superseding previous agreements, promises, warranties and representations. (b) The parties acknowledge non-reliance on external statements; non-Contract statements provide no remedies.

20.7 Third Parties’ Rights: The Contract provides no enforcement rights under the Contracts (Rights of Third Parties) Act 1999.

20.8 Variation: Non-Conditions variations require written party signatures (XTRA director signature). XTRA may change Conditions; minor changes are effective immediately upon posting at comparethenetworks.com; material changes are effective 30 days post-posting.

20.9 Governing Law: The Contract and disputes (contractual and non-contractual) are governed by the law of England and Wales.

20.10 Jurisdiction: The parties irrevocably agree that the courts of England and Wales have exclusive jurisdiction for dispute settlement.