Tel: UK  0844 5000014  /  +44 1698  901021           |   Email:

Our Terms and Conditions of Use

The following terms and condtions apply to clients of ORB Telemedia,  refered to as ORB Telemedia, we and you the client.
ORB Telemedia agrees to provide a service to you upon the terms and conditions of this agreement enabling Callers to dial Premium Rate Numbers or Freecall Numbers.

Definition of the service
The service is designed to allow Client (reseller and/or content provider) to generate revenues from a data or voice program. Sales are initiated by and charged to users through their existing fixed telephone and mobile telephone bills. Supplier collects in the revenue and pays out to the Client.

Service Restrictions
It is responsibility of the Client to ensure their usage of the voice call program is in compliance with all the countries guidelines and regulations. The customer warrants and undertakes that it shall verify the service complies with any relevant legislative and regulatory provisions

The Client is acting on his own behalf and company name and or trading name with his web content or voice services and takes full responsibility of his actions and any costs associated with them. The Client also agrees to the following conditions:
1. Adhere to all national and international legal requirements. The Client independently accepts all responsibility to be in legal compliance. Supplier rejects all legal responsibility for the distribution of the services via activities originated by the Client. The Client absolves Supplier of this responsibility.
2. To refrain from any activities that could potentially infringe upon the rights of third persons or parties.

The following provisions shall have effect for the interpretation of this agreement, unless the context requires otherwise.
”Agreement” means an agreement entered into between ORB Telemedia and the client, subject to the terms herein.
“Carrier” A national telephone carrier or another supplier for telephone numbers and connections.
”Code of Conduct” Any code of any independent body approved for the supervision of telephone information services recognised by the different countries where the services are provided;
”Intellectual Property Rights” Any patent, registered design, registered trade or service mark, copyright, design right, semiconductor topography right, know-how or any similar right exercisable in any part of the world including any application therefore;
”Numbers” The premium rate numbers or Freephone numbers allocated to the client; “Order Confirmation” means ORB Telemedia’s confirmation on any future order from the client. Every order confirmation will become part of this contract;
”Rates” The payouts or fees specified in order confirmations where applicable; “e-mail address” is an encrypted or non-encrypted e-mail address where messages or documents can be sent to, binding the client.

Obligations of ORB Telemedia
ORB Telemedia shall terminate calls on its own IVR system or forward incoming calls to a clients IVR system via SIP redirection or (subject to cost decuctions) to geographic numbers and pay the rates specified in the rate card (Premium rate numbers only). The geographic numbers will be provided by the client. Other services are available upon request.
ORB Telemedia will provide on request, statistical data about call volume and minutes, these statistics may be generated by ORB Telemedia’s or the carriers systems. ORB Telemedia will provide, upon request, the client with username and password for logon to these statistics. Statistics are informational only. The carrier’s bill is the basis for the bills and settlements issued by ORB Telemedia.
ORB Telemedia will provide advisory and consultancy services on an adhoc basis, any costs incurred will be agreed upon with the client in advance.

Obligations of the Client
The Client shall provide services to the callers using the numbers allocated in user account. The client will pay ORB Telemedia’s bills within a time of 14 days.  The Client shall be responsible for the quality and delivery of the content of the services and that these services comply with the National Telecommunications Legislation, a Code of Conduct (where applicable) and this agreement.
The Client shall obtain all necessary approvals, permissions or authorisations for use of the numbers. The Client shall neither acquire any right, title or interest in the numbers except to the extent agreed upon within annexes.
The client shall inform ORB Telemedia about the services rendered. In case of dialers the client shall enable ORB Telemedia to test the function of the dialer. The Client shall ensure that the services neither infringe any intellectual property right nor are defamatory.
The Client shall reimburse ORB Telemedia in full for any fines or charges incurred from any third party in connection with the client’s failure to comply with the relevant rules and regulations issued by the relevant third party. The Client shall pay for any technical setup fees 3rd party services or bonds as deemed necessary to comply with the applicable regulatory entitities, all fees and charges will be detailed and agreed upon in seperate annexes.

Term and Termination
This agreement shall commence from the date hereof and shall remain in force until either party submits a written notice of termination of at least ninety (90) days in advance. Either party may terminate or suspend this agreement at any time by giving written notice to the other where either party has committed a breach of this agreement and fails to remedy such breach within 30 days of receipt of notice requiring to do so.
The Company may immediately terminate this agreement if there is adverse publicity against the company in connection with the client’s services.
Termination, suspension, or expiry of this agreement for any reason shall be without
prejudice to any of each party’s respective rights and obligations accruing up to and including the date of such termination, suspension or expiry. Neither party shall be held to be in breach of its obligations under the agreement nor be liable to the other party for any loss or damage that may be suffered by the other party due to force majeure.

Rates and Payments
ORB Telemedia shall pay the client in respect of calls to allocated numbers, according to the rates defined in the rate card or supplemental annexes or agreed upon in email. Payment will be made at the date set forth in written or recorded communication(s) with the client.
All rates mentioned are exclusive of value added tax, with the exception of the information about caller rates, which normally are inclusive VAT.
In case of premium rate numbers ordered ORB Telemedia will pay out the rate agreed upon. Setup costs, monthly fees, routing costs, chargebacks and other costs (if applicable) will be deducted from the monthly payment unless otherwise agreed upon in advance. If the payout is lower than the costs billed the client agrees to pay the difference within 10 days after issue of the invoice.
ORB Telemedia reserves the right to cut or delay the payout if there are chargebacks pending or foreseeable and to change the pricing and rates mentioned in this document or in annexes or confirmations upon seven (7) days after written notice.
If retrospective price changes are implanted by the network provider that result in ORB Telemedia having effectively overpaid the client, then ORB Telemedia reserves the right to deduct amounts from subsequent payouts to address the balance of payments overpaid during the period affected by the retrospective changes.

ORB Telemedia will not pay the client for minutes that are not paid by the carrier. For instances where this applies, appropriate documents must be produced by ORB Telemedia to prove this.

Minimum outpayment levels
The client is notified that ORB operates a policy of minimum accrued balances for outpayments, the client must achieve a balance of $500 USD, 500 GBP or 500 EUR before a free bank transfer is possible, on certain ranges a carrier may specify a higher figure and this will be notified to the client if applicable, if the client does not achieve the minimum balance a bank transfer can be made subject to deduction of transfer charges at cost.

Alternate methods and avoidance of bank transfer costs.
For balances under $500 USD, 500GBP or 500 EUR ORB offers payment via paypal without deduction of charges it is the clients responsibility to setup a valid and verified paypal account, ORB will assist in providing links or suggestions to achieve this.
Alternate methods, such as moneybookers, western union, can also be agreed upon, subject to deduction of transfer charges at cost.

Entire Agreement
This agreement represents the entire understanding between the parties in relation to the subject matter hereof and supersedes all prior agreement, representations or understandings by either party whether oral or written.

No Waiver
Failure by either party to exercise or enforce any right conferred by the agreement shall not be deemed to be a waiver of any such right nor operate so as to bar the exercise or enforcement thereof or any other right on any later occasion.

The service, its operation, its use and the results of such use shall be performed in a workmanlike manner. To the fullest extent permissible pursuant to applicable law, ORB Telemedia disclaims all warranties express or implied, including, but not limited to, implied warranties of merchantability and fitness for an particular purpose, in relation to the service, its use and the results of such use.
Without limiting the foregoing, ORB Telemedia specifically disclaims any warranty
(a) that the service will be uninterrupted or error-free,
(b) that defects will be corrected,
(c) that there are no viruses or other harmful components,
(d) that the security methods will be sufficient regarding correctness, accuracy, or reliability.

Any notice, other document which may be given under the agreement shall be deemed to have been duly given if left at or sent by mail to the usual or last place of business of the recipient party. This is applicable also to notices, invoices or other documents sent to the client’s  e-mail address.

Intellectual Property Rights
The parties’ respective intellectual property rights shall remain the property of whichever creates or owns the same and nothing in this agreement shall be deemed to confer any assignment or licence of the intellectual property rights of the other party, save that the intellectual property rights or goodwill in the numbers shall hereby be vested in or assigned to The Company.

Due Dilligence
ORB Requests that in the event of any carrier dispute that the client provide proof of address in the form of a valid utility bill dated within the last 3 months and matching photographic identity, it is recommended that the client retain any receipts for payment of minutes dialled such as payment for calling cards, voip services, etc.  Such documentation may also be required for examination by regulators, or for early outpayments. (factors).

Client Records
If possible these are to also include records showing the numbers dialled and time of call (CDR). If the client is a content provider then the client must

Juk also be able to show advertising methods such as broadcast schedules, printed advertising, opt-in emails etc. For some number ranges it is mandatory that the client provide the photographic identity documents and utility bills in advance, further registrations with regulatory bodies may also be necessary.

ORB will advise clients of such obligations as known / notified in advance examples of this can include the regisration with comreg in Eire for a premium rate number users licence, or registration as a content provider with phone pay plus in the United Kingdom.

ORB can elect to offer the client extra services, terms and conditions in the form of annexes and clauses, upon signature to an annex, the annex then becomes part of this contract.

Governing Law
This agreement shall be governed by  the Laws of Spain and the Spanish Courts shall have non-exclusive jurisdiction in any disputes between you and us. However, ORB Telemedia, in its sole discretion, can take any legal action against the client in the country where he has his legal presence, under the law governing this country. The application of the United Nations Convention on the International Sale of Goods is expressly excluded.

The notes above are extracted from our standard master service agreement. Signed copies of which should be exchanged between the client and ORB Telemedia.

 July 2012