Terms & Conditions - Managed WAN Services

 

  1. Definitions
    1. In this Section:
      1. "Services" refer to the managed WAN services provided by StarHub Ltd (Reg. No. 199802208C) and such services consist of monitoring certain performance of designated CPE and/or designated access service line connected to such CPE and may include other services as may be provided by us in connection with such monitoring;
      2. "CPE" refers to the designated customer premises equipment provided by us or you under this Agreement installed or to be installed at the Premises and which you use to obtain the Services;
      3. "Premises" refers to the property bearing the Service Address, which is owned or occupied by you and is connected to the Network;
      4. "Service Address" refers to the address of the Premises at which we agree to provide the Services to you;
      5. "WAN" refers to wide area network; and
      6. "Work" refers to any work which you request us to perform in connection with the Services and we agree to perform.
  2. Term
    1. Unless otherwise agreed by us in writing, the Minimum Period of Service for the Services, on a per CPE basis, shall be 12 months from the Start Date.
    2. Unless otherwise terminated or agreed to by us in writing, when the Minimum Period of Service expires, this Agreement will be automatically renewed on a calendar monthly basis on the same terms and conditions except for Charges, which shall be based on our then prevailing Charges.
  3. Ending the Services
    1. Subject to the terms of this Agreement, the Services may be terminated at any time by either party giving at least 60 days' prior written notice to the other party.
    2. If you fail to pay us any moneys due to us under this Agreement by the due date of the relevant bill, we shall be entitled to suspend or terminate the Services (whether in part or whole, as determined by us) by giving you 1 day’s written notice.
    3. If you give us a notice to terminate this Agreement or the Services that ends during the applicable Minimum Period of Service, or if we terminate this Agreement or the Services due to your default prior to the expiry of the applicable Minimum Period of Service, you shall be liable:-
      1. for all Charges for the Services accrued up to the date of termination which includes the full period of the last billing cycle without any pro-ration (and there shall be no refunds of any advance Charges made by you in respect of the Services);
      2. to pay or refund us a sum of moneys equal to any and all discounts, subsidies, waivers and rebates given by us to you up to the date of termination; and
      3. for all claims, damages, losses and liabilities which we may suffer because of the early termination, including but not limited to, any and all unrecoverable costs imposed by us by a third party relating to the early termination.
      4. In computing whether or not you have complied with the Minimum Period Service, we will not take into account any period for which the Services are suspended for any reason whatsoever.
    4. Upon expiry or termination of this Agreement, we shall be entitled to immediately:
      1. enter onto the Premises to repossess the CPE that belongs to us:
      2. require you to uninstall the CPE that belongs to us so that such CPE is in a condition suitable for collection by us; and
      3. sell or otherwise deal with or dispose of the CPE that belongs to us in such manner as we deem fit.
  4. Charges
    The Charges for the Services shall all be payable monthly in advance unless otherwise indicated or agreed by us in writing.
  5. Additions, Changes & Cancellations
    1. Applications for additional Services or request for changes to be made to existing Services must be given to us in writing and are subject to our prior written approval and standard provisioning lead times.
    2. There will be a Charge if you cancel or change any part of the Services. The Charges will be levied on a per CPE basis and based on our then prevailing Charges.
    3. In addition to the above, if you downgrade or cancel any part of the Services, such downgrading or cancellation shall be deemed a termination and you shall pay us our early termination Charges as set out in this Agreement.
  6. Your Obligations
    1. Title and legal and equitable ownership in the CPE (provided by us to you) remains vested with us at all times.
    2. You shall not make any alterations, additions or improvements to the CPE.
    3. You shall not under any circumstances whatsoever, re-provision, resell or export the CPE (provided by us) or any part thereof.
    4. You accept and agree that all risks in the CPE (that belongs to us) passes to you on delivery.
    5. You shall at all times keep the CPE (that belongs to us) free from all levies, attachments, liens, encumbrances, charges and other debts. If any claim is made against such CPE, you shall give us immediate written notice of the claim and shall fully indemnify and hold us harmless from and against any costs, damages and expenses that may be incurred by us in defending or responding to any such claim.
    6. You assume and shall bear all risks of any loss, theft, damage and destruction of the CPE (that belongs to us) from any and every cause from the date of delivery until the date of repossession, collection or return to us or our agents.
    7. You shall promptly notify us in writing of any damage to, or loss, theft or destruction of the CPE (that belongs to us). You shall be responsible for and shall indemnify us against any and all costs and expenses incurred by us in making good or replacing the damaged, lost, stolen or destroyed CPE.
    8. You shall not, nor permit any person to:
      1. move the CPE to a location other than the location to which it was delivered; or
      2. change, deface, obscure or remove any label or markings attached to the CPE (that belongs to us) except with our prior written consent.
    9. You shall obtain our prior written approval before connecting or interconnecting the CPE to any private or public network whatsoever.
    10. If you report a fault on the CPE and, following investigation by us, either no fault is found or we determine that the fault is not with the CPE, then we may charge you our then prevailing Charges for attending to your request.
    11. You may, with our prior written consent, subscribe to additional features or services ancillary to the Services as may be offered by us from time to time and upon the provision of such additional features or services, the terms and conditions of this Agreement shall also apply to those additional features or services.
    12. You must comply with all instructions, notices or directions issued by us or the relevant Regulatory Authority in respect of the installation, use or operation of the CPE.
    13. You must keep the CPE in a suitable place and appropriate conditions for the CPE, including any necessary electrical power supply. You must also keep such CPE in good condition in accordance with the guidelines, instructions or specifications given to you. You shall bear all repair and replacement costs of the CPE. You must not allow anyone to modify such CPE without our prior written consent.
    14. You shall be solely responsible and shall ensure that:
      1. the CPE provided by you is compatible with the Services and Network;
      2. the access line provided by you is compatible with the Service and Network;
      3. there is sufficient space, including a proper rack, mounting space or desk, for the CPE and its installation;
      4. there is sufficient working area for access to the CPE and for installation of the CPE;
      5. there is an appropriate power socket and feed within 5 feet of the CPE, with no obstruction to the CPE;
      6. there is an appropriate local area network, WAN, or telecommunication line outlets pre-laid and cabled within 5 feet of the CPE, with all necessary cabling and patch cord correctly labeled and laid within reasonable distance to the respective ports;
      7. there is sufficient air-conditioning for the CPE, for example, AC and DC supplies, surge suppression, UPS capacity and circuit current capacity;
      8. there is sufficient and appropriate power distribution boxes, power socket, power feed, conduits, groundings, lightning protection, connectors and associated hardware for the CPE;
      9. the space for the installation of the CPE meets appropriate environmental conditions, for example, a raised floor, drop-down ceiling and cleanliness;
      10. we can access the relevant area; and
      11. your configuration details for the CPE and/or access line are accurate.
    15. You shall be responsible for the management of all hardware/equipment and software connected to the CPE that falls outside the scope of the Services.
    16. You shall provide us with all reasonable cooperation and relevant information that we may require to enable us to provide the Services to you.
    17. You shall be responsible for procuring any and all necessary consents, permits, licenses and other authorizations that we may require to enable us to carry out our responsibilities under this Agreement.
    18. You shall be responsible for backing up all your data, including but not limited to all CPE and access line configurations.
    19. You shall be responsible for informing us of any changes to your WAN network that may impact the Services, including but not limited to the removal of the CPE and/or access line.
  7. Provision of Work
    1. Before provisioning the Services, we may determine that a site survey is necessary or you may require us to carry out a site survey and in all cases, such site survey shall be subject to our standard and then prevailing Charges.
    2. You agree that there may be additional Charges in the event:
      1. we carry out a site survey;
      2. we carry out cabling works;
      3. we carry out any work outside our office hours (i.e. Mondays to Fridays from 9.00 am to 5.00 pm), weekends and/or public holidays; and/or
      4. we carry out works outside the scope of the Services.
        In the event of the above, we shall charge you for all Work performed by us at our then prevailing Charges.
    3. In addition to our then prevailing Charges, a surcharge shall be payable for any Work on public holidays, the eve of public holidays or outside the following hours:-
      Mondays to Fridays: 9.00 am to 5.00 pm
      except that this Clause shall not apply to any Services for any CPE supplied on a 24 hour, 7-day a week basis.
    4. Where you request that we provide any Work within a specific period, we shall, in consultation with you, determine the request for service date ("RFS Date") to complete the Work but shall not be liable if we fail to meet such RFS Date.
  8. Obsolete CPE
    1. We may discontinue the Services without incurring any liability to you under this Agreement if, in our reasonable opinion, the CPE will soon become or has become obsolete.
    2. If we determine that the CPE will soon become or has become obsolete we may, at our discretion, choose to do any one of the following:
      1. direct you to effect specified modifications or accept specified upgrades at a cost to be borne by you;
      2. direct you as to the nature of and costs of refurbishing, overhaul or other on-site or off-site maintenance; or
      3. elect to continue the Services pursuant to this Agreement at an additional Charge and in the circumstances, without liability.
  9. Relocation of CPE
    1. The Services will only be performed at the Service Address.
    2. You cannot relocate or remove the CPE from the Service Address without our prior written consent; otherwise this Agreement will immediately not apply to such relocated or removed CPE.
    3. If you wish to relocate any CPE, you must first seek our prior written consent. Upon or after receipt of your written notice of relocation, we shall have the right at our option to:-
      1. continue to provide the Services in respect of the relocated CPE upon such terms and conditions as may be mutually agreed between us in writing;
      2. elect not to provide the Services in respect of the relocated CPE but to continue to provide the Services to the remaining CPE located at the Service Address and in such a case, no refund of Charges will be made by us to you;
      3. terminate the Agreement upon giving you 30 days written notice of termination without any liability for such termination and in such a case, no refund of Charges will be made by us to you.
    4. You may, subject to our prior written agreement, carry out a relocation of the CPE to a site within Singapore, whereupon we shall at your expense, supervise the dismantling and packing of the CPE and shall re-install and inspect the CPE at the new location. You shall provide all labour and material required for the dismantling, packing and displacement of the CPE arising from and in relation to such relocation.
    5. We will charge you our then prevailing Charges for such relocation.
  10. Liability Limitation
    1. Without prejudice to Clause 11 (Liability) of our Business General Terms & Conditions, under no circumstances will we be liable for:
      1. loss of data (whether partial or total);
      2. data deletion or corruption;
      3. Content on third-party websites, third-party programs, or third-party conduct accessed via the Services;
      4. viruses or other disabling features that affect your access to or use of the Services;
      5. incompatibility between the Services and other services, software, and hardware/equipment;
      6. delays or failures you may have in starting or completing transmissions or transactions in connection with the Services in an accurate or timely manner;
      7. claims for breach of contract; breach of warranty, guarantee or condition; strict liability; tort (including negligence or breach of statutory duty); or misrepresentation.