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VR MEETING LIMITED (Company number 03911353) whose registered office is at 27, Mortimer Street, London, W1T 3BL. ("VR Meeting"); and


A. VR Meeting are reseller suppliers of this internet based service designed to track the location of a mobile telephone using the unique cell ID information available from that telephone ("the Service").

B. The Service is available in respect of mobile telephones using the Vodafone, T Mobile, O2 and Orange networks.

C. The Customer wishes to subscribe to the Service upon the terms of this Agreement.

IT IS AGREED as follows:

1.1 Unless the context otherwise requires, the following terms shall have the following meanings in this Agreement:

Service shall have the meaning given in Recital A above;
Charges shall include a subscription fee payable on entry into this Agreement together with all fees payable for each search undertaken in connection with the Service;
End User shall mean the owner or keeper of a Mobile that is to be Tracked;
End User Agreement means an Agreement with an End User in the form set out in the schedule below;
Inappropriate shall mean anything that violates the rights of a third party including but not limited to privacy, publicity, copyright or patent, and it also applies to material that could reasonably be interpreted as defamatory or libellous;
Location shall mean the approximate centre of the cell that is providing coverage to the Mobile that is being Tracked;
Location Request means a request submitted by the Customer to track the Location of a Mobile;
Minimum Credit shall mean £0.20
Mobile shall mean the mobile telephone belonging to or kept by an End User that is to be Tracked;
Networks shall mean Vodafone, T Mobile, O2 and Orange together with any other telecommunications network providing access to the Service;
Positional Accuracy shall mean the accuracy within which a Mobile may be Tracked using the Service;
Service Provider shall mean NetProp Ltd
Track shall mean the process of a locating a Mobile by means if the Service and Tracked and Tracking shall be construed accordingly;
Website means the website(s) owned and operated by VR Meeting Limited in connection with the Service.

1.2 In this agreement (except where the context otherwise requires):

1.2.1 any reference to a clause or schedule is to the clause or schedule of or to this agree-ment and any reference to a paragraph is to the relevant paragraph of the clause or schedule in which it appears;

1.2.2 the clause headings are included for convenience only and shall not affect the interpretation of this agreement;

1.2.3 use of the singular includes the plural and vice versa;

1.2.4 use of any gender includes the other genders;

1.2.5 any reference to "persons" includes natural persons, firms, partnerships, companies, corporations, associations, organisations, governments, states, foundations and trusts (in each case whether or not having separate legal personality);

1.2.6 any reference to a statute, statutory provision or subordinate legislation (legislation) shall (except where the context otherwise requires) be construed as referring to: such legislation as amended and in force from time to time and to any legislation which (either with or without modification) re-enacts, consolidates or enacts in rewritten form any such legislation; and any former legislation which it re-enacts, consolidates or enacts in rewritten form.


2.1 In consideration of payment by the Customer of the Charges VR Meeting agrees to resell this Service.

2.2 By agreeing to subscribe to the Services Customer agrees that the Networks may provide the location information of the Mobile to VR Meeting whenever VR Meeting seek to locate the End User.

2.3 Location Services are designed to locate the phone of another person. For the service to work, the phone has to be switched on and within network coverage. Location services aimed at children are intended to complement, not be a substitute for, normal parental supervision. They give information about the location of a child's phone and, in conjunction with other types of communication, such as phoning or texting, can help parents keep in touch with their children.


3.1 The Customer agrees to comply with the terms of this Agreement at all times in relation to its use of the Service.

3.2 The code name and personal identification number issued to the Customer are personal to the Customer and Customer shall not to disclose the same to a third party or to allow a third party to use the Service using the Customer¡¦s subscriber information.

3.3 The Customer shall provide to VR Meeting contact details for all End Users that the Customer intends to Track using the Service.

3.4 The Customer shall not submit any Location Requests in respect of any End User unless and until that End User has agreed to be tracked.

3.5 The Customer warrants that they are over 16 years of age.

3.6 The Customer acknowledges that Positional Accuracy is a function of the density of mobile phone masts and/or cell IDs in any particular area and therefore Positional Accuracy is better when Mobiles being Tracked are located in urban areas as opposed to rural areas.

3.7 In the event that the Customer wishes to make Location requests in respect of its employees the Customer warrants that in all employment contracts and/or terms and conditions of service with such employees it has obtained the consent of such employees to be Tracked.

3.8 The Customer shall indemnify VR Meeting against all loss, damages, costs and expenses awarded against or incurred by VR Meeting as a result of:

3.8.1 any claim by an End User that VR Meeting has Tracked that End User without End User¡¦s consent; or

3.8.2 any improper use by Customer of the Service; or

3.8.3 otherwise arising out of conduct of Customer in using the Services or the provision of the Service by VR Meeting in accordance with information provided by the Customer and the Customer shall give to

VR Meeting all reasonable assistance for the purposes of any such proceedings or negotiations.


VR Meeting shall:

4.1 resell the Service in accordance with VR Meeting¡¦s current information published on the Website or other published literature relating to the Service from time to time, subject to the terms of this Agreement;

4.2 on receipt of the Customer¡¦s completed registration details (including details of Customer¡¦s chosen payment method for not less than the Minimum Credit to Customer¡¦s account), pass this information to the Service Provider who allocates the Customer a unique code name and personal identification number and opens an account in the name of the Customer;

4.3 provide support via a telephone helpline or the Website to Customer in connection with the Services during normal business hours on any working day in the United Kingdom;

4.4 operate a complaints handling service for the benefit of End Users details of which shall be made available to all End Users agreeing to be Tracked and shall deal with all complaints raised by End Users promptly; and

4.5 ensure that Services are not Inappropriate.


5.1 VR Meeting will advise the Service Provider to contact all End Users directly to obtain their consent to be Tracked.

5.2 VR Meeting shall comply with all requests submitted by End Users to withdraw from the Service and shall notify the Service Provider of such withdrawal within 5 working days of receipt of the same.

5.3 VR Meeting shall not sell or otherwise make available any personal data concerning either End Users or the Customer without prior consent of the individual concerned and in any event shall not transfer such data outside the European Union.


6.1 Customer acknowledges that End Users shall have the right to cancel any End User Agreement at any time and that VR Meeting shall be bound to comply with any such cancellation with immediate effect and will advise the Service Provider accordingly.


7.1 The Customer shall pay to VR Meeting a subscription fee as specified at the time on the website for the use of this service.

7.2 The first included searches undertaken by the Customer using the Service shall be used with 6 months and thereafter the Customer shall purchase credits for each individual search that it wishes to undertake using the Service. Credits shall be purchased by credit or debit card via the Website and the Customer shall not be able to access and use the Service until the subscription fee referred to above has been paid and the Customer has purchased credits to stand to the account of the Customer in the records of VR Meeting.

7.3 The Customer¡¦s account with VR Meeting shall be debited by one credit for every request to track an End User that is processed by VR Meeting, whether or not the Service is able to track the End User in question at the time of the requested search.

7.4 All charges are exclusive of VAT.


8.1 VR Meeting shall not be liable to the Customer-

8.1.1 in the event that an End User withdraws his consent to be Tracked at any time;

8.1.2 for the Positional Accuracy of any search results generated by Tracking a Mobile; or

8.1.3 for any failure in any Network which results in a Location Request not revealing the Location of any End User.

8.2 VR Meeting¡¦s aggregate liability under any one claim or under the total of all claims arising from any one act or default of VR Meeting howsoever such claim or claims arise (be it by negligence, breach of contract, misrepresentation or otherwise) shall in no circumstances exceed the cost of the service provided.

8.3 VR Meeting shall not have any liability to the Customer unless a claim is brought within 6 months of the date the Customer was or ought to have been aware of the circumstances giving rise to the claim.

8.4 VR Meeting shall not be liable to the Customer by reason of any representation (other than a fraudulent representation) or any implied warranty, condition or other term, or any duty at common law, or under the express terms of this Agreement, for any consequential loss or damage, loss of profit, goodwill or reputation, costs, expenses or other claims for consequential compensation whatsoever which arise out of or in connection with the supply of the Service except as expressly provided in this Agreement.


9.1 This Agreement shall come into force on the date upon which it is accepted by both parties and it shall continue in force until terminated by either party giving to the other notice in writing as follows:

9.1.1 the Customer shall be entitled to withdraw from the Service at any time and with immediate effect; and

9.1.2 VR Meeting shall be entitled to discontinue the Service at any time by serving not less than three months notice upon the Customer.

9.1.3 No refund for any unused subscriptions will be made.

9.2 Notwithstanding the provisions of clause 9.1 above VR Meeting shall be entitled to terminate this Agreement forthwith on giving notice in writing to the Customer if:

9.2.1 the Customer commits any material breach of any term of this Agreement and (in the case of a breach capable of being remedied) shall have failed, within 30 days after the receipt of a request in writing from VR Meeting so to do, to remedy the breach (such request to contain a warning of VR Meeting¡¦s intention to terminate); or

9.2.2 the Customer shall have a receiver or administrative receiver appointed of it or over any part of its undertaking or assets or shall pass a resolution for winding up (otherwise than for the purpose of a bona fide scheme of solvent amalgamation or reconstruction) or a court of competent jurisdiction shall make an order to that effect or if the Customer shall enter into any voluntary arrangement with its creditors or shall become subject to an administration order or ceases or threatens to cease to carry on business or shall suffer any similar proceeding or action under the laws of any jurisdiction.

9.3 The Customer may apply in writing to VR Meeting to extend the term of this Agreement beyond the initial term. Such application shall be served upon VR Meeting no later that six weeks before the date upon which this Agreement would otherwise expire and shall be accompanied by the appropriate renewal subscription fee for each Mobile to be Tracked.


10.1 Any termination of this Agreement shall be without prejudice to any other rights or remedies a party may be entitled to under this Agreement or at law and shall not affect any accrued rights or liabilities of either party nor the coming into or continuance in force of any provision hereof which is expressly or by implication intended to come into or continue in force on or after such termination.

10.2 Upon termination of this Agreement VR Meeting will:

10.2.1 cease the provision of the Service;

10.2.2 notify the Service Provider to contact all End Users that their respective End User Agreements have expired.


11.1 Each Party to this Agreement shall keep strictly confidential the terms and conditions of this Agreement (including information set out in the Schedule and including all such information as may be amended or supplemented from time to time during the continuance of this Agreement) and all such other information concerning the business, finances, or affairs of the other party which is described by the party providing the information or which, by its nature, should be assumed to be confidential, to include the identity and Location of End Users. Such information shall not be disclosed to any third party other than the employees or agents of the party concerned on a need to know basis. Further, it is agreed by the parties that each shall use its reasonable endeavors to procure that its employees and agents act in a manner consistent with the obligation of confidentiality set out herein.

11.2 Either Party may disclose the information which would otherwise be confidential if and to the extent that:

11.2.1 it is required by law;

11.2.2 it is information which has come into the public domain through no fault of the party receiving the information;

11.2.3 the other party has given prior written approval to the disclosure provided that the party disclosing the information under this Clause 11.2 shall notify the other party as soon as reasonable of its intention to disclose the information or of the fact that it has had to disclose the information.


12.1 A party will be excused from performance of its obligations under this Agreement (other than payment of the Charges) if and to the extent that such performance is hindered or prevented directly or indirectly by reason of any strike, lock-out, labour disturbance, government action, riot, armed conflict, accident, unavailability or breakdown of normal means of transport, interruption in power supply or telecommunications or defective computer equipment, Act of God or any other matter whatsoever beyond its control (having acted reasonably and prudently).


13.1 Any notice, request, instruction or other document to be given by a party hereunder shall be delivered by hand, sent by pre-paid first class post, or by facsimile or e-mail transmission to the recipient's usual fax number or e-mail address or such other address, fax number or e-mail address which may be notified by that party in accordance with this Clause 13.1.

13.2 Unless proved otherwise, a notice shall be deemed to have been received if delivered by hand, at the time of delivery; if sent by facsimile or e-mail during the business day of transmission as long as the sender can show satisfactory transmission; and if sent by post, 48 hours after posting.


14.1 This Agreement constitutes the whole agreement and understanding of the parties and supersedes all prior agreements, representations (other than fraudulent representations), arrangements and understandings in relation to its subject matter and no addition or modification to its terms shall form part of this Agreement unless expressly accepted in writing by an authorised representative on behalf of each party.

14.2 A person who is not a party to this Agreement has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this Agreement but this does not affect any right or remedy of a third party which exists or is available apart from that Act.

14.3 The Customer shall not assign, transfer, sub-contract, delegate or in any way dispose of its rights and/or obligations under this Agreement without the prior written consent of VR Meeting. The Customer acknowledges that VR Meeting may assign sub-contract or delegate any of its rights and/or obligations under this Agreement provided that any act or omission of any sub-contractor or delegate shall be deemed to be an act or omission of VR Meeting.

14.4 If any provision of this Agreement is held by any court or other competent authority to be invalid or unenforceable in whole or part, the validity of the other provisions of this Agreement and the remainder of the provision in question shall not be affected thereby.

14.5 No waiver by VR Meeting of any breach of this Agreement by the Customer shall be considered as a waiver of any subsequent breach of the same or any other provision.

14.6 This Agreement shall be governed by the laws of England and any dispute arising out of or in connection with it shall be determined by the non-exclusive jurisdiction of the English Courts.


15.1 VR Meeting will not collect any personal data other than the use of cookies (see for more details about cookies) from End Users for pages on this Website which are controlled by VR Meeting. The Website contains links and as such VR Meeting cannot be held responsible for the privacy practices or the content of any of the pages related to the Service Provider or any other external links.

15.2 VR Meeting reserves the right to amend its prevailing Privacy Policy Statement at any time and will place any such amendments on this Website. This Privacy Policy Statement is not intended to, nor does it, create any contractual or legal rights on VR Meeting in respect of any other party or on behalf of any party.

15.3. Any personal data which the End User gives to VR Meeting or the Service Provider will be used solely for the purpose of providing the Services that the End User has requested. We undertake to not sell, trade or rent your personal information and endeavour to treat it with the utmost confidentiality. The only circumstances in which personal details will be disclosed are when: i) required to do so by law ii) where consent is given for us to do so by yourself, and we may therefore pass on information about products and promotions which we deem would be of interest to you.

15.4 An End User may have the right on payment of a reasonable fee to request access to and correction of personal data held by us or the Service Provider




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