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The devil is in the detail: 10 things to consider when drafting those pesky telecoms service schedules

As the saying goes it is a foolish man who builds his house on sand. In the telecoms world, it is the service schedules which form the cornerstones of a contract. Without well thought-out service schedules even the strongest agreement will crumble.

However, after weeks of batting a framework agreement or standard terms and conditions back and forth, we often see the service schedules being appended as an afterthought with little consideration as to whether they are fit for purpose. As we all should know, contracts (and their schedules) are like chains, they are only as strong as their weakest link.

Well-written service schedules require input from all areas of the business and they are by no means solely the purview of legal beagles. In fact, while a lawyer can “smooth the edges” to make a service schedule accessible to customers and consistent with the contract, without the involvement of those who understand the ins and outs of exactly what the service entails, how it will be delivered (and when!), a service schedule is just a piece of paper with little practical value.

Time after time we see that a business which takes a proactive and inclusive approach to preparing service schedules is better placed to offer customers a smooth and less fractious contracting experience helping to ensure the relationship starts on the right foot. A good service schedule is also a quality sales tool and removes a hurdle in the process. 

Putting together a comprehensive service schedule can seem a daunting task but the following ten tips are designed to help you navigate this minefield:

  1. The service schedule should form a clear and comprehensive blue print for that service. It should tell the customer what will be provided, when it will be provided and ultimately where the service provider’s responsibility ends. It should also clearly set out what the customer is expected to do e.g. grant access to site, procure all necessary licences, wayleaves and permissions to provide the services and supply any requisite information.
  2. Specify when the service will start and any circumstances which may affect the lead time. To help customers undertake effective business planning they will need to know when the service will start and what may impact this.
  3. What service levels are offered e.g. order provisioning, availability, circuit failure? Are service levels guaranteed or targets? Is it clear how and over what period the service levels are measured? What happens if a service level is missed? Are service credits or rebates payable? Are they the customer’s sole and exclusive remedy, is the maximum amount paid for any period capped and are they paid automatically or must they be claimed?
  4. How are faults dealt with and how will the service be restored? Is the service monitored or must the customer report faults? How are faults managed? How are faults prioritised, are there guaranteed “response” or “fix” times? How are these measured - does the clock stop if an action is required by the customer? Is the customer entitled to a service credit or rebate if service levels are not achieved?
  5. Are there any service level exceptions? When is a service level failure excused? For example, failure of customer equipment, a force majeure event, a breach of the customer’s obligations or the act or omission of a third party carrier?
  6. Can the service be cancelled or modified? When, how, by whom? Are delivery dates, the installation and/or monthly rental charges variable to account for any additional costs incurred? What about cancellation costs?
  7. What are the charges, when and how are they paid? Are there one-off set-up or installation charges or recurring line rental or usage fees? Are payments made in advance or arrears, by direct debit or BACs? When and how can charges be varied? Can the service provider pass through charges imposed by third party carriers or incurred as a result of a change in law?
  8. How can the service schedule be terminated, when and by whom? Is there a minimum term or can a customer terminate at any anytime? What about the service provider? Can the customer terminate for repeated service level failures – how many? What about material (or other) breaches or insolvency?
  9. What happens when the contract ends? Are early termination charges payable? If so, when e.g. termination before the agreed delivery date or during a minimum term? Will the customer be assisted to migrate to another service?
  10. Beware the “alphabetti spaghetti” trap. Telecoms contracts are often littered with acronyms and technical terms and there is often an assumption that all readers understand them to mean the same thing e.g. availability, demarcation points, circuit, fault, equipment, network, agreed delivery date. Make sure that all terms (and acronyms!) are clearly defined and actually mean what they were intended to. 
This information is intended as a general discussion surrounding the topics covered and is for guidance purposes only. It does not constitute legal advice and should not be regarded as a substitute for taking legal advice. DWF is not responsible for any activity undertaken based on this information.

Craig Chaplin

Partner - National Head of Commercial & Competition

I am a Partner and Head of the Commercial & Competition Team.