Terms & Conditions of Use

Key Terms

Below is a summary of some key provisions of our Terms and Conditions (‘Terms’). This summary is for your reference only, is not comprehensive and does not form part of the Terms.

Use of the Platform is subject to all of the Terms set out below, which govern all products provided through the Platform. If you do not agree to the Terms, please stop using the Platform immediately.
Our ‘Predict Tender’ product fee shall be waived on the assumption that you will use this as intended ie to create a tender enabling you to compare tariff solutions provided by providers of mobile services in a transparent and comparative manner enabling you to choose your preferred option and enter into a contract with the relevant supplier through the Platform.
If you do not use Predict Tender as intended and do not conclude a contract through the Platform then you will be liable to pay Service Charges as detailed in the Terms. See clauses 2.4, 2.5 and 2.6 of the Terms for further information. You may also be liable to compensate us for losses arising in certain circumstances – see, for example, clauses 2.6 and 4.3 of the Terms.
As a Predict Tender user, you may be able to use the ‘Predict, Sensabill’ product on a fee waived basis but you may be charged (including retrospectively) for such usage in certain circumstances. See clauses 3.2, 3.3, 3.4 and 3.5.1 of the Terms for further information. You can opt out from using ‘Predict, Sensabill’ as further detailed in the Terms.
‘Predict, Sensabill’ is also available for use (on a ‘paid for’ basis) as a standalone product – see clause 3.5.2 of the Terms.
It is your sole responsibility to ensure that the information you provide when using the Platform is accurate and complete. If it isn't, a Product or service that you obtain via the Platform may not be valid or accurate.
It's also your sole responsibility to ensure that any product or solution provided through the Platform matches your requirements.
If you conclude a contract through the Platform, you will also be subject to the supplier’s contractual terms (which will be different from ours) and you should read those carefully.
We limit or exclude our liability to you arising from your use of the Platform – see clauses 4.3, 8.2, 8.3 and 10 of the Terms in particular.
We may amend the Terms at any time and without notice by changing this page, so you should check the Terms each time you use the Platform.

About our Terms

1.1 These Terms explain how you may use the Platform (as defined below) which is owned and operated by North Swell Technologies Limited t/a Predict, a company incorporated in Scotland with registered number SC502996.

1.2 References in these Terms to the Platform include the following websites: www.predictmobile.com and all associated web pages.

1.3 You should read these Terms carefully before using the Platform.

1.4 By accessing or using the Platform or otherwise indicating your consent, you agree to be bound by these Terms and the documents referred to in them. If you do not agree with or accept any of these Terms, you should stop using the Platform immediately.

1.5 If you have any questions about the Platform, please contact us on customersupport@predictmobile.com.

1.6 If you wish to register to use any products or services offered by the Platform, you will be required to confirm your acceptance of these Terms during the registration process. By registering with the Platform you also confirm that you have the legal capacity to be bound by these Terms and to enter into any contract arising pursuant to your use of the Platform. You also confirm that you are not contracting as a consumer (ie that any such contract entered into will be entered into in the course of a business).

1.7 When you register to use the Platform, you will be required to set up a log-in and password in order to register as a user. By providing us with your email address, you agree to receive all required notices, notifications and alerts to that address. It is your responsibility to let us know if that address changes at any time. If you no longer wish to receive marketing (not Platform function) notifications, notices and/or alerts then please contact us at unsubscribe@predictmobile.com.

1.8 In relation to the ‘Predict Tender’ product offered through the Platform (as further detailed in clause 2) charges may be payable by you if you do not conclude a contract through the Platform following commencement of the Tender Process. You attention is drawn to the provisions of clauses 2.4, 2.5 and 2.6 of these Terms.

1.9 In relation to the ‘Predict, Sensabill’ product offered through the Platform (as further detailed in clause 3) charges may be payable for the use of this product. You attention is drawn to the provisions of clauses 3.3, 3.4 and 3.5 of these Terms.

1.10 Definitions

Account Information

means the information, passwords, login details, data, data concerning current usage, billing details, billing data, documents, contracts and other content related to your account with your existing provider of Mobile Services;

Content

means any text, images, video, audio or other multimedia content, software or other information or material submitted to or available from the Platform;

Line

means each data and/or voice connection in respect of which (as applicable) you have posted a tender via the Tender Process (the number of Lines being as set out in the tender document posted by you) or which we otherwise have under management for you through the Platform;

Mobile Services

means the provision of mobile phone services and related products pertinent to mobile communications;

Platform

means our proprietary online application established and accessed via the website at www.predictmobile.com and which shall include all products and services offered through the Platform or any part thereof from time to time including without limitation ‘Predict Tender’ (as further detailed in clause 2) and ‘Predict Sensabill’ (as further detailed in clause 3).

Service Charge

means our proprietary online application established and accessed via the website at www.predictmobile.com and which shall include all products and services offered through the Platform or any part thereof from time to time including, without limitation, ‘Predict Tender’ (as further detailed in clause 2) and ‘Predict, Sensabill’ (as further detailed in clause 3);

Supplier

means a supplier of Mobile Services who has entered into an arrangement with us whereby they shall be entitled to respond to tenders posted on the Platform for the provision of such services;

Tender Process

means the process by which Suppliers may respond to tenders posted on the Platform for the provision of Mobile Services to you;

Terms

means these terms and conditions of use, as updated from time to time under clause 13;

we

means North Swell Technologies Limited (SC502996), the registered office of which is at 30-34 Reform Street, Dundee DD1 1RJ (and ‘us’ or ‘our’ shall have the same meaning); and

you

means the person or persons accessing or using the Platform (and ‘your’ shall have the same meaning).

2 Predict Tender Product

2.1 The ‘Predict Tender’ product offered through the Platform (‘Predict Tender’) aims to connect suppliers of Mobile Services with business customers, with a view to finding the right supplier for the customer with the optimum tariff solution, with the intention that the customer will enter into a contract with their preferred Supplier

2.2 To use Predict Tender, you will be required to login via the internet and enter the username and password for your current mobile supplier’s billing platform. The Platform will then search your current mobile supplier’s billing engine, download the required user reports (which are uploaded to the Platform) and produce a bespoke report detailing your existing usage and costs. Alternatively, it may be possible to provide such information by manually uploading (in accordance with our instructions and guidance) certain reports and information to the Platform.

2.3 You will then be asked various questions by the Platform, to provide information which is either not available on the billing portal and/or which relates to client preferences (and which you are required to answer honestly and accurately). On the basis of your responses, you will then post a tender using the Platform, for the supply to you of Mobile Services, which the Suppliers will have the opportunity to respond to. At this stage, all costs or personal identifier information (including your company details) provided to the Suppliers will be anonymised.

2.4 The Platform will then evaluate the responses received from Suppliers (on an anonymised basis, save that details of the relevant network will be provided and/or the Suppliers’ names, if you request this feature) and present you with a table of results. You may then choose your preferred Supplier, at which point the full details of your preferred Supplier will be disclosed to you. You will then be connected with your preferred Supplier, who will provide you with their form of network contract for signature (together with any associated terms and conditions). If you fail to choose a preferred Supplier within the required timeframe set out on the Platform (which shall, unless otherwise indicated on the Platform, be a period of 10 Business Days, plus any extension granted by us, in our discretion) then we shall be entitled to invoice you for the Service Charge. You will receive one or more reminders by email to prompt you to select your preferred Supplier and to remind you of the relevant timeframes for doing so.

2.5 Once you have chosen a preferred Supplier, your contract for Mobile Services will be presented by that Supplier either via the Platform or directly to you (and copied to us). You will then be requested to sign the contract and return this to your preferred Supplier (either directly or through the Platform) within a maximum of 5 Business Days. If this is not possible then you should advise us of this prior to the expiry of this period and a reasonable extension of time may be granted (which shall be a maximum of 5 Business Days). If you choose not to sign your contract within such timeframe (or within any extension, as applicable) then we shall be entitled to invoice you for the Service Charge.

2.6 Once you have selected a preferred Supplier, you undertake to us that you will not enter into any contract or arrangement for Mobile Services with such Supplier other than via the Platform (which includes the contract being entered into directly with the Supplier and copied to us, as referred to in clause 2.5). You undertake to compensate us for any loss which we may suffer as a result of you failing to comply with the terms of this clause 2.6. Without prejudice to our right to seek further compensation in terms of this clause 2.6, if you enter into a contract for Mobile Services with your preferred Supplier other than via the Platform (as above), or if you use the tender solutions provided to you through the Platform for any other purpose (including sharing all or any part thereof with your incumbent – or any other – supplier of Mobile Services, or using such solutions to try to obtain a better price or service from such supplier or any other party) then we shall be entitled to invoice you for the Service Charge.

2.7 You acknowledge that neither you nor your preferred Supplier will, by participating in the Tender Process, be legally bound to enter into or to perform any contract for Mobile Services unless and until a binding contract is signed by both you and by the relevant Supplier, following which you and your preferred Supplier will agree the first connection or upgrade date. The Platform does not impose any timescale for the first connection date and this will depend upon the details entered through the Tender Process.

2.8 If you have an existing contract for Mobile Services, you are solely responsible for the termination and/or cancellation thereof (including compliance with any contractual terms regarding termination and/or cancellation).

3 Predict, Sensabill Product

3.1 The ‘Predict, Sensabill’ product offered through the Platform is a product aimed at enhancing the understanding, analysis and prediction of mobile phone usage (‘Predict, Sensabill’) and may be utilised in conjunction with Predict Tender (as detailed in clauses 3.2, 3.3 and 3.4) or on a standalone basis (as detailed in clause 3.5.2).

3.2 If your current contract for Mobile Services was concluded using Predict Tender, then the Platform will (unless you choose to opt out from this) continue to receive your usage data throughout the term of your contract with your chosen Supplier and we will (via ‘Predict, Sensabill’) provide you with tailored usage reports and notifications on an ongoing basis, reporting on and analysing your users’ use of the Mobile Services presented using our online smart-meter. If you wish to opt out of using ‘Predict, Sensabill’ then please contact us on unsubscribe@predictmobile.com. We may suspend or interrupt the provision of ‘Predict, Sensabill’ from time to time.

3.3 If you are using ‘Predict, Sensabill’ on the basis set out in clause 3.2, then the fees payable for use of that product will be waived only on the assumption that you will again conclude a contract for Mobile Services through the Predict Tender Process, when your ongoing contract for Mobile Services concluded using Predict Tender comes to an end. If you fail to do so then you will be retrospectively charged for your monthly use of ‘Predict, Sensabill’ in respect of the period between (i) the date upon which your contract for Mobile Services was previously concluded through the Platform, and (ii) the date upon which such contract expires or otherwise comes to an end (provided that we may, in our discretion, agree to waive such charges for the period of up to 3 months after the date upon which your contract for Mobile Services was previously concluded through the Platform). Monthly fees shall be charged on the basis set out in clause 3.5.1 below.

3.4 If you have registered as a user of the Platform and are party to an existing contract for Mobile Services (with a remaining term of 18 months or less, unless otherwise agreed by us, in our discretion) but did not conclude that contract using Predict Tender, then ‘Predict, Sensabill’ will be provided to you on the basis that fees will be waived if you conclude a contract for Mobile Services through the Predict Tender Process, when your existing contract for Mobile Services comes to an end. If you fail to do so then you will be retrospectively charged for your monthly use of ‘Predict, Sensabill’ in respect of your period of usage (provided that we may, in our discretion, agree to waive such charges for a period of up to 3 months). Monthly fees shall be charged on the basis set out in clause 3.5.1 below.

3.5 The charges payable by you for the use of ‘Predict, Sensabill’ (whether on a standalone basis or on the basis detailed in clauses 3.3 or 3.4 above) shall:-

3.5.1 (in the circumstances set out in clauses 3.3 or 3.4) be calculated at the rate of £0.35 per Line (exclusive of VAT) in each calendar month during the period of usage; or

3.5.2 (where used on a standalone basis) be calculated on the basis of the total number of Lines in each calendar month during the period of usage and by reference to the Company’s pricing schedule, as shown on the Platform from time to time (there being set price bands depending on the total (highest) number of Lines);

and in each case (i) it is acknowledged that no charges shall be payable by you for any calendar month if, for the duration of that month, the number of Lines is zero; and (ii) you agree that the total number of Lines shall be evident from the data submitted to and/or generated by the Platform, and that we shall be entitled to calculate and invoice the relevant charges accordingly.

3.6 We shall be entitled to update our pricing and/or banding mechanisms from time to time and shall communicate any changes via the Platform (at least 30 days prior to implementation of any change).

4 Your Responsibilities

4.1 You shall be solely responsible for:

4.1.1 all costs and expenses you may incur in relation to your use of the Platform (including the cost of any contract entered into with a Supplier, and/or any Service Charge and/or other charges which you are required to pay in accordance with these Terms) which shall be paid to us in accordance with clause 4.2;

4.1.2 keeping your password, log-in and other account details (your ‘Access Credentials’) confidential;

4.1.3 ensuring that you have all necessary rights to legally provide us with (or to consent to us being provided with) the Account Information and any other data submitted via the Platform, or accessed via your existing Mobile Services provider;

4.1.4 complying with the terms of your existing contract for Mobile Services (including any terms relating to the period of that contract, or any termination provisions) and complying with the terms of any contract entered into with a Supplier.

4.2 Any fees or other charges (including any Service Charge) payable pursuant to these Terms will be invoiced by us (and will be subject to VAT, if applicable, which shall be charged in addition) and shall be payable by you within 14 days of the date of our invoice. If you fail to make payment of our invoice during that period then we shall be entitled to charge you interest on the overdue amount at the rate of 4% per annum above the base rate of the Bank of England from time to time. Interest shall accrue on a daily basis, from the due date for payment until payment of the overdue amount is made. All payments shall be made by you without any set-off and free of any deductions.

4.3 You are responsible for ensuring that all data submitted by you via the Platform (including the responses given to any questions asked) is true and accurate in all respects and for following the instructions set out on the Platform regarding any specific reports to be used and the required formats. In relation to Predict Tender, the tender responses given by Suppliers rely on the information given by you being accurate and will be used as the basis for reporting to you via ‘Predict, Sensabill’. If any information given by you or by the Suppliers or by any other third party on your behalf is not accurate then the comparisons, reporting and/or analysis provided by the Platform will not function effectively. We cannot accept any liability to you in the event that any data submitted or responses given by you or on your behalf are not accurate or are not provided timeously and you agree to compensate us for any liability which we incur as a result of any such inaccuracies or delays. You further acknowledge and agree that we shall not be responsible for any inaccuracies resulting from any information provided by any of the Suppliers or by other third parties being untrue or inaccurate, or from any delays in such information being provided.

4.4 If you become aware of any unauthorised use of your Access Credentials, you agree to notify us immediately of this at security@predictmobile.com.

4.5 We seek to make the Platform as accessible as possible. If you have any difficulties using the Platform, please contact us at customersupport@predictmobile.com.

5 Use of data, and your personal information

5.1 By registering to use the Platform, you expressly authorise us to access and use your Account Information (maintained by third parties, including your current supplier of Mobile Services, on your behalf) for the purpose of providing services via the Platform. You warrant that you are the owner of the Account Information and have all necessary legal rights to permit this to be made available to, and used, by us.

5.2 Your privacy and personal information are important to us. Any personal information that you provide to us will be dealt with in line with our privacy policy, which explains what personal information we collect from you, how and why we collect, store, use and share such information, your rights in relation to your personal information and how to contact us and supervisory authorities in the event you have a query or complaint about the use of your personal information.

5.3 Our privacy policy is available https://docs.predictmobile.com/policies/PrivacyPolicy/.

6 Acceptable use

6.1 Your use of the Platform is permitted only for the purpose of seeking comparisons in respect of, or otherwise managing, dealing with and receiving information on your Mobile Services requirements. Use of the Platform in any other way or for any other purpose (including any unacceptable use set out in this clause 6) is not permitted. You must use our Platform in a way which complies with applicable laws, including any laws relating to protection of personal data.

6.2 As a condition of your use of the Platform, you agree not to use the Platform:

6.2.1 for any purpose that is unlawful under any applicable law or prohibited by these Terms;

6.2.2 to commit any act of fraud;

6.2.3 to distribute viruses or malware or other similar harmful software code;

6.2.4 for purposes of promoting unsolicited advertising or sending spam;

6.2.5 to simulate communications from us or another service or entity in order to collect identity information, authentication credentials, or other information (‘phishing’);

6.2.6 in any manner that disrupts the operation of our Platform or business or the business of any other entity;

6.2.7 to promote or further any unlawful activity;

6.2.8 to represent or suggest that we endorse any other business, product or service unless we have separately agreed to do so in writing;

6.2.9 to gain unauthorised access to or use of computers, data, systems, accounts or networks; or

6.2.10 to attempt to circumvent password or user authentication methods;

6.3 You agree not to upload to the Platform any material or content other than that required for the proper use of the products offered through the Platform, or otherwise as required or requested by the Company. You will ensure that any material or content uploaded by you to the Platform will be accurate, not offensive or obscene, complies with applicable laws and will not infringe the intellectual property rights of any person.

6.4 You may not use our trade marks, trade names or logo for any purpose (other than as expressly permitted by us) provided that you may disclose or refer to your connection with us, as a user of the Platform.

6.5 We may prevent or suspend your access to or use of the Platform if you do not comply with any part of these Terms, any terms or policies to which they refer or any applicable law.

7 Ownership, use and intellectual property rights

7.1 The Platform and all intellectual property rights in it (including but not limited to any Content) are owned by us, our licensors or both (as applicable) save that any intellectual property rights in and to any contract or other documentation provided by any Supplier shall be owned by that Supplier. ‘Intellectual property rights’ means rights such as: copyright, trade marks, domain names, design rights, database rights, patents and all other intellectual property rights of any kind whether or not they are registered or unregistered (anywhere in the world). We (and our licensors, if applicable) reserve all of our (and their) rights in any intellectual property in connection with these Terms. This means, for example, that we (and they) remain owners of those rights and are free to use them as we (and they) see fit.

7.2 Nothing in these Terms grants you any legal rights in the Platform other than as necessary to enable you to access and use the Platform as envisaged by these Terms. You agree not to try to circumvent or delete any notices contained on the Platform (including any intellectual property notices) and in particular in any digital rights or other security technology embedded or contained within the Platform.

8 Accuracy of information and availability of the Platform

8.1 While we try to make sure that the Platform is accurate, up-to-date and free from bugs or errors, we cannot promise that it will be. Furthermore, we cannot promise that the Platform will be fit or suitable for any purpose. Any reliance that you may place on the information on the Platform is at your own risk. No warranties, express or implied, are given as to the content or operation of the Platform and our liability in respect thereof is expressly excluded to the fullest extent permitted by law.

8.2 In relation to Predict Tender, whilst we will (on the basis of the information submitted by you and your Account Information) provide a comparison of potential Suppliers, you are responsible for choosing your preferred Supplier and for ensuring that you are happy with their contractual terms. You acknowledge that it is your responsibility to choose your preferred Supplier and that any predictions, reports or other analysis given through the Platform are indicative only and cannot be guaranteed. We do not act as agent on behalf of any Supplier and cannot be held liable for any action or inaction arising under any contract which you may enter into with the Supplier, nor are we responsible in any way for the actions of the Supplier. You confirm and agree, by your acceptance of these Terms, that we and the Supplier are separate independent parties and that we shall have no liability for any act (or failure to act) of the Supplier.

8.3 In relation to ‘Predict, Sensabill’, you should be aware that the data analysis and reporting services provided are predominantly (although not exclusively) formulated using an automated process and are dependent on the quality, accuracy and timing of the data provided by you or by third parties on your behalf. It will not always, for example, be possible to distinguish details of individual charges on the basis of the raw data provided Therefore, whilst we will take reasonable steps to seek to ensure that the analyses and reporting provided by ‘Predict, Sensabill’ are accurate in all material respects and are provided in a timely manner, this cannot be guaranteed. We shall have no liability to you for any inaccuracies in the analyses or reporting provided through ‘Predict, Sensabill’, or for any delays in providing the same (where such delay has arisen as a result of you or any third party failing to provide any required information timeously).

8.4 While we try to make sure that the Platform is available for your use, we do not promise that the Platform is available at all times nor do we promise the uninterrupted use by you of the Platform. This may be interrupted from time to time and without notice including (without limitation) for the purposes of maintaining, updating and/or repairing the Platform.

8.5 We may suspend or terminate operation of the Platform at any time as we see fit. We may also make changes to the Platform and/or the Tender Process, from time to time in our discretion.

9 Hyperlinks and third party sites

The Platform may contain hyperlinks or references to third party websites other than the Platform. Any such hyperlinks or references are provided for your convenience only. We have no control over third party websites and accept no legal responsibility for any content, material or information contained in them. The display of any hyperlink and reference to any third party website does not mean that we endorse that third party’s website, products or services. Your use of a third party site may be governed by the terms and conditions of that third party site.

10 Limitation on our liability

10.1 Except for any legal responsibility that we cannot exclude in law (such as for death or personal injury) or arising under applicable laws relating to the protection of your personal information, we are not legally responsible for any loss or damage incurred by you as a result of your use of the Platform including, without limitation, any:

10.1.1 losses that:

(a) arise under or in relation to any contract entered into between you and a Supplier; or

(b) arise under any contract with an existing supplier of Mobile Services; or

(d) were not caused by any breach on our part; or

10.1.2 consequential losses (including, without limitation, loss of profits, business or goodwill).

10.2 You acknowledge and agree that the exclusions and limitations set out in these Terms are reasonable given the nature of the Platform and the relevant charging mechanisms. You further agree and acknowledge that:-

10.2.1 the Service Charge is reasonable and is intended to compensate us for the costs of the abortive work undertaken and services provided by us, in the event that you commence the Tender Process but fail to enter into a contract via the Platform; and

10.2.2 the charges which may be levied for your use of ‘Predict, Sensabill’ (as detailed in clause 3) are reasonable given the benefits available from use of that product and our costs in providing this.

11 Events beyond our control

We shall have no liability to you for any breach of these Terms caused by any event or circumstance beyond our reasonable control including, but not limited to, strikes, lock-outs or other industrial disputes; breakdown of systems or network access; or flood, fire, explosion or accident.

12 Rights of third parties

No one other than a party to these Terms has any right to enforce any of these Terms.

13 Variation

These Terms are dated 17 June 2024. No changes to these Terms are valid or have any effect unless agreed by us in writing or made in accordance with this clause 13. We reserve the right to vary these Terms from time to time and without notice. Our updated Terms will be displayed on the Platform and by continuing to use and access the Platform following such changes, you agree to be bound by any variation made by us. It is your responsibility to check these Terms from time to time to verify such variations. Any updated Terms displayed on the Platform will supersede all previous Terms.

14 Severance

14.1 Each provision of these Terms is severable and distinct from the others. If any provision of these Terms (wholly or partly) is or becomes illegal, invalid or unenforceable, that shall not affect the legality, validity or enforceability of any other provision of these Terms.

14.2 If any clause in these Terms (or part thereof) is or becomes illegal, invalid or unenforceable under applicable law, but would be legal, valid and enforceable if the clause or some part of it was deleted or modified, the relevant clause (or part thereof) will apply with such deletion or modification as may be required to make it legal, valid and enforceable.

15 Disputes, governing law and jurisdiction

15.1 We will try to resolve any disputes with you quickly and efficiently. If you are unhappy with any aspect of the Platform, please contact us as soon as possible.

15.2 Scots law will apply to these Terms, and the Scottish courts will have exclusive jurisdiction to settle any disputes arising from them.