Terms & Conditions - Super Direct Service (SDS)

 

  1. Services
    1. In this Section:
      1. "Affiliate" means any related or associate company of StarHub Ltd including their successors, assigns, employees and agents;
      2. "Content" means all information, text, sound, music, Software, photographs, videos, graphics, data, messages, links or other materials;
      3. "Equipment" means any equipment (including any router) which we may provide to you in connection with the provision of the Services;
      4. "Network" means all networks owned, maintained or operated by, and/or leased/licensed to us through which we provide the Services to you;
      5. "Premises" means the property bearing the Service Address which is connected to the Network;
      6. "Service Address" refers to the address of the Premises at which we agree to provide the Services to you;
      7. "Services" refer to StarHub’s Super Direct Service (SDS) which means the local leased circuit with both its originating and terminating ends located locally;
      8. "Software" means any software programmes provided to you as part of or through the Equipment or Services, or which allow you to access or use the Services, including any software upgrades or updates.
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  3. Eligibility for Services
    1. In order to subscribe to the Services, you must comply with the following requirements:
      1. you must be a business or corporate entity;
      2. at the time of application, you must not have any outstanding accounts with us that are due and owing to us; and
      3. you must have a Service Address to which the Services will be provided.
    2. We will provide the Services to the Service Address as stated in the application/order form or such other Premises as may be agreed to by us from time to time. If you wish to change the Service Address, you must notify us promptly and such change is subject to our written approval.
    3. You must at all times provide us with such information as may be necessary or desirable for us to provide you with the Services.
    4. We may decline acceptance of your application at our discretion.
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  5. Service Provision
    1. The leadtime for the provisioning and delivery of the Services is subject to availability of resources. We will advise you on the relevant leadtime for your order. We do not warrant that the Services will be ready by the Ready-for-Service (RFS) date and reserve the right to change the same without liability to you.
    2. At all times, the provision of all StarHub products and Services shall be subject to StarHub's and/or its third party supplier’s prevailing network coverage, Service availability and availability of resources.
    3. We will not be responsible for any delay and/or failure of the performance of the Services, arising from and/or resulting from any delay and/or failure caused by any third party, including but not limited to a supplier, to deliver or provision any part of the Services. The Services are provisioned on a commercially best efforts basis.
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  7. Minimum Period of Services and Service Provision
    1. The Minimum Period of Service for the Services is 12 continuous months (or such other period as may be stated in the application/order form or agreement).
    2. If we agree to any changes to the Services requested by you (including any upgrade / downgrade of the Services) or the renewal of the Services, we are entitled to require the Minimum Period of Service to be re-commenced.
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  9. Duration of Service
    1. The Services under this Agreement will commence on the RFS date as notified by us to you, subject to Clause 3.1 above.
    2. You may request us to change, from time to time, the Service particulars set out in the application form or order form, subject to our confirmation and payment of the prevailing administrative fee chargeable by us. In the event of such change, the subscription fees payable and the Service particulars will be amended accordingly. For the avoidance of doubt, you will continue to be liable for the payment of such revised subscription fees pursuant to Clause 11.1 below.
    3. Except for the Equipment, you are solely responsible for providing all other equipment, hardware, software, telecommunications services and power supply necessary to connect to and use the Services.
    4. Without prejudice to Clause 5.3 above, you acknowledge and agree that unless otherwise agreed to by us in writing, we are not responsible for providing any support, whether technical or otherwise, to any of your networks which is connected to or used in conjunction with the Services.
    5. You acknowledge and agree that availability of the Services is subject to:
      1. availability of resources, including but not limited to, network availability and our area of coverage at the time at which the Services is requested or delivered; and
      2. geographic and technical capacity of our Network and of our delivery systems at the time at which the Services are requested or delivered; and
      3. provisioning time for the Services and/or the Equipment. Such provisioning time will be determined by us in our discretion and may be changed by us without liability.
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  11. Equipment
    1. Customer premises equipment which are not supplied by us will not be supported by us.
    2. Any equipment used by you to access and use the Services must meet all applicable standards as may be prescribed by the relevant regulatory authority and us.
    3. You will bear all risks of loss or theft of, or damage to, the Equipment, from the time you receive the Equipment.
    4. You must keep the Equipment in a suitable place and appropriate conditions for the Equipment, including any necessary electrical power supply. You must also use the Equipment in accordance with the guidelines, instructions or specifications given to you.
    5. If you receive any Equipment new from us and the Equipment include a warranty at the time of receipt, you must refer to the warranty document provided with the Equipment for information on the limitation and disclaimer of certain warranties. Remedies for breach of any such warranties will be limited to those expressly set out in the warranty document. Your sole and exclusive remedy for any defect in the Equipment will be according to the terms of the manufacturer's warranty. Save as aforesaid, we will not be responsible for any defect in the Equipment.
    6. We reserve the right to charge you at our standard rates for responding to a service call or request to change, replace or reconfigure any defective equipment, unless we subsequently ascertain that the malfunction or defect is not caused by or attributable to your act, omission, equipment or systems.
    7. You must comply with all applicable laws and instructions, notices or directions issued by the relevant regulatory authority or us from time to time in respect of the installation, use, operation or upgrade of the Equipment.
    8. Upon our notification, you will grant us access to the Equipment and the software embedded therein as and when we deem necessary or desirable to carry out any equipment upgrade.
    9. You must not use the Equipment in conjunction with any application, equipment, hardware, software or network other than in the manner approved by us.
    10. You are solely responsible for the Equipment and must not modify or in any way interfere with, nor allow anyone else (other than a person authorised by us) to do so. You will not change the electronic serial number or equipment identifier of the Equipment or to perform a factory reset of the Equipment without our prior written consent. We reserve the right to suspend or terminate your Services if we determine, in our absolute discretion, that you have tampered with the Equipment. In the event of such suspension or termination, you will remain responsible for the full month's charges to the end of the current term, including, without limitation, unbilled charges, plus a termination fee, if applicable, all of which will immediately become due and payable.
    11. You will be solely responsible for the Content/data retrieved, stored or transmitted through the Services and/or the Equipment.
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  13. Your Responsibilities
    1. You are responsible for the use of the Services under your account(s) and for any Content disseminated through your account(s).
    2. You must not use or allow any part of the Services to be used:
      1. to transmit or post any Content which may be defamatory, offensive, indecent, objectionable or illegal, or which may cause annoyance, harassment, irritation, inconvenience or anxiety to anyone. This includes transmitting or posting "junk mail", "spam", "chain letters", "solicitations" (commercial or non-commercial) or distributing mail to any party who has not given permission to be included in the distribution;
      2. to transmit or post any Content which may give rise to civil liability or otherwise violate any applicable laws, rules or regulations;
      3. to transmit any Content that contains viruses, worms, trojan horses, time bombs, cancelbots or any other harmful, damaging or destructive programs;
      4. to make or attempt any unauthorised access to any part or component of the Services, the Network or any third party systems or networks to which you can connect through the Services directly or otherwise;
      5. to disrupt the various networks that are connected to the Services or violate the regulations, policies or procedures of such networks;
      6. to collect and/or disseminate information about others or their email addresses without their consent;
      7. for any fraudulent, illegal or improper purposes or to violate anybody's rights or in any way which may affect other users' enjoyment of or access to any Service or cause annoyance, harassment, irritation, inconvenience or anxiety to anyone;
      8. in any manner or for any purpose which may constitute a violation or infringement of the rights of any party including but not limited to their intellectual property or confidentiality rights; and
      9. to be resold or otherwise provided to third parties without our prior written consent, whether for profit or not.
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  15. Billing
    1. You are liable to pay a recurring subscription fee(s) for the Services at the prevailing prescribed rate(s). You will be billed in advance for the subscription fees at monthly intervals or such intervals as may be approved by us.
    2. Billing and payment disputes that may be raised by you will be treated in accordance with our Business General Terms and Conditions.
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  17. Installation and Additional Charges
    1. You will provide us, our employees and contractors safe access to your Premises for the purposes of performing this Agreement (including the installation or collection of the Equipment). You represent and warrant that you are the lawful owner or occupier of such Premises and that you have obtained all necessary consents, licences and permits to allow us, our employees and contractors such access.
    2. During the service call for installation, we are not obliged to render any services apart from installation of the Services and/or the Equipment.
    3. Any Service failure due to changes to the system configurations requested by you is your sole responsibility. Any Charges for rectifying such failure caused by you or any third parties will be borne by you.
    4. You must, if applicable, provide all internal wiring and sockets within the Service Address according to the relevant regulatory authority's and our specifications and guidelines required for the purposes of the installation of the Services. Where we are requested to provide any such internal wiring or sockets, you must pay us the prevailing Charges imposed by us.
    5. If we are of the opinion that the installation of the Services at the Service Address would result in or cause:
      1. any risk of injury to any person;
      2. the use of equipment which not commonly used in the installation of the Services;
      3. the relocation of any structure, fixture or fitting at the Service Address;
      4. costs, expenses or manpower resources which exceeds the amount usually required on the part of us for the installation of the Services; or
      5. us to provide any services which are not usual to, or are outside the scope of, our standard installation services
      6. We may decline to install the Services or impose such conditions (including the provision of equipment, the payment of any Charges or reimbursement or expenses by you) as we may deem appropriate and defer the installation of the Services and the provision of the Services to you until after all such conditions have been fulfilled.

    6. Where you or your contractor is installing any part of the wiring or cabling required for the provision of the relevant Services, you will ensure that the proper installation of such cables or wiring is completed prior to the scheduled RFS date. You will ensure that such cable is labelled at both ends to clearly demarcate it as belonging to and under your care.
    7. You will be responsible for the care and maintenance of all our Equipment at your premises, fair wear and tear excepted.
    8. If you report a fault and either no fault is found or we determine that the fault is not due to our Network or Equipment or installation, then you must (if required):
      1. pay us a fee for the fault report at our prevailing rate; and
      2. reimburse us for all other costs (including labour and transport charges) incurred by us for attending to your request.
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  19. Matters beyond Our Control
    1. We will not be liable for any delay or failure in performance under this Agreement resulting from matters beyond our control. These include acts of God, requirements of any governmental or regulatory authority, war, national emergency, accident, fire, lightning, equipment failure, computer software or Software malfunction, electrical power failure, faults, interruption or disruption of the Network or the networks of other Service Providers or of your equipment or the equipment of any third party, riots, strikes, lock-outs, industrial disputes (whether or not involving our employees), epidemics of infectious diseases or acts of terrorism.
    2. Without prejudice to Clause 10.1 above:
      1. we will not be liable for any delay or failure in performance under this Agreement resulting from any delay or failure of any third party (including any supplier) to deliver or provide any facilities, infrastructure, equipment or services to us; and
      2. the Services may occasionally be affected by interference caused by objects beyond our control such as buildings, underpasses and weather conditions. When this happens, we will not be responsible for any interruption or disruption of the Services or if you cannot access or use the Services.
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  21. Indemnity
    1. You must indemnify us, our Affiliates, employees, directors, agents and suppliers against all claims, damages, losses and liabilities resulting from your use of the Services, your negligence, omission, act or breach of this Agreement.
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  23. Liability
    1. The Services are provided on an "as is" and "as available" basis and you agree that you use the Services or rely on any Content obtained through the Services at your sole risk. We expressly disclaim all warranties of any kind, whether express or implied, including implied warranties of merchantability, satisfactory quality, fitness for a particular purpose and non-infringement, to the fullest extent allowed by law. No advice or information whether oral or written, obtained by you from us or through the Services will create any warranty not expressly set out in this Agreement. Without prejudice to the foregoing, we will not be liable for any delay or failure to provide the Services, or any interruption or degradation of the Service quality which may arise from the following:
      1. an act or omission of an underlying carrier, Service Provider, vendor or other third party; and/or
      2. equipment, network or facility failure; and/or
      3. equipment, network or facility upgrade or modification; and/or
      4. force majeure events such as (but not limited to) acts of God, acts of nature, strikes, fire, war, riot, acts of terrorism and governmental actions; and/or
      5. equipment, network or facility shortage; and/or
      6. equipment or facility relocation; and/or
      7. service, equipment, network or facility failure caused by the loss of power to you; and/or
      8. any act or omission by you or any person using the Service or Equipment provided to you; and/or
      9. any third party's service, equipment, software, network or facility; and/or
      10. any other cause that is beyond our control, including, without limitation, a failure of or defect in any Equipment, the failure of an incoming or outgoing communication, the inability of communications to be connected or completed, or forwarded.
    2. Without prejudice to Clause 12.1 above, we make no warranty:
      1. that the Services, the Software or any equipment (which we provide to you, including the Equipment) will not cause any harm to your applications, equipment, hardware, software, networks or Content; and
      2. as to the accuracy, reliability or quality of any Content obtained through the Services or that defects in any Software will be corrected; and
      3. that the Services and access to them are error free and uninterrupted or available at all times.
    3. Except as set out in this Agreement, we expressly exclude all other liability we may have to you, including all liability in contract, tort, negligence, misrepresentation, strict liability or statute. This exclusion applies for our benefit and that of other Service Providers whose networks are connected to each other or to the Network, all companies, directly or indirectly owned, wholly or partly owned or controlled by us or any of these parties, and all their officers, employees, contractors and agents or anyone else to whom we or these parties are responsible ("the Relevant Parties") and whether it relates to anything caused by or resulting from anything any of us does or does not do or delays in doing (even if done, omitted or delayed fraudulently, wilfully, recklessly, maliciously or negligently), whether or not it is contemplated or authorised by any agreement you have with us.
    4. Under no circumstances will we or any of the Relevant Parties be liable for any special, incidental, indirect, consequential or punitive damages, losses, costs or expenses, even if such damages, losses, costs or expenses were caused wilfully, recklessly or negligently.
    5. Under no circumstances will we or any of the Relevant Parties be liable for any lost profits, revenue, business or anticipated savings, even if such damages, losses, costs or expenses were caused wilfully, recklessly or negligently.
    6. If we or any of the Relevant Parties are liable to you and we cannot, for any reason, rely on the exclusion of liability set out in Clauses 12.3 to 12.5 above, then in no event will our liability for damages, losses, costs or expenses suffered or incurred by you and anyone else (whether in contract, tort, negligence, misrepresentation, strict liability or statute or otherwise) exceed:
      1. the lower of your preceding month's Charges applicable to the Services in question or S$5,000/- for any event or for any series of connected events; subject to no more than
      2. the lower of your preceding 12-months' Charges applicable to the Services in question or S$10,000/- in any 12-month period.
    7. The limitations and exclusions of liability in this Agreement shall not apply to any liability we or any of the Relevant Parties may have in respect of any death or personal injury resulting from our negligence.
    8. The limitations and exclusions of liability in this Agreement shall not apply to any liability which cannot be lawfully excluded or restricted under the Unfair Contract Terms Act (Cap. 396).
    9. StarHub Ltd or any Affiliate may perform any of its obligations or exercise any of its rights under this Agreement by itself or through StarHub Ltd or any other Affiliate. However, any act or omission of any such other Affiliate is deemed the act or omission of the party providing the Services.
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  25. Resale
    1. The Services are provided to you solely for your own business use. You must not resell or transfer the Services or the Equipment (which we lease or rent to you) to third parties without our prior written consent, whether or not for profit or otherwise. We reserve the right to immediately suspend or terminate your Services if we determine, in our absolute discretion, that you use the Services for any of the aforementioned or similar activities.
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  27. Additions, Changes, Termination & Cancellations
    1. Applications for additional Services or request for changes to be made to existing Services must be given to us in writing.
    2. For Service upgrades, the Minimum Period of Service shall commence on the Start Date of your upgraded Service, unless otherwise specified.
    3. Any downgrade of Service requires our prior written approval. Service downgrades within the Minimum Period of Service shall be deemed as termination of the Service and Early Termination Charge(s) shall apply. You will have to pay an installation charge of the circuit(s) that you have downgraded and the Minimum Period of Service commences on the Start Date of your downgraded Service, unless otherwise specified.
    4. If you cancel the Service before the Ready for Service Date, you shall pay a cancellation charge equivalent to the standard installation charge of the Service.
    5. If you terminate a Service during the Minimum Period of Service, an Early Termination Charge will be payable by you. In addition, you shall reimburse us for any complimentary services provided by you at the prevailing rate(s), and for any and all other discounts, waivers, and subsidies that have been received by you, unless otherwise specified.
    6. There shall be no rescheduling of appointment for installation under any circumstances. Otherwise, the rescheduling shall be deemed as a cancellation and shall incur cancellation charges as stated above.
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  29. Relocation
    1. Relocation for both ends of any circuit will be deemed as a termination of the Service, and the relevant Early Termination Charges shall be payable by you if terminated within the Minimum Period of Service.
    2. For hot bandwidth upgrade or relocation, a Customer maintenance window will be required for testing purposes.
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  31. Ending the Services
    1. Without prejudice to the rights either party may have against the other party under this Agreement for any antecedent breach of this Agreement and subject to the provisions of this Clause 16, the Services under this Agreement or this Agreement may be terminated by either party giving at least 30 days' written notice to the other party.
    2. If you give us notice that ends during the applicable Minimum Period of Service pursuant to Clause 16.1 above:
      1. you must immediately pay us the early termination Charges and, where applicable, prorated and excess usage Charges for the Service. Early termination Charges is applied at one hundred percent (100%) of the recurring subscription fee(s) for the remainder of the Minimum Period of Service; and
      2. Clause 16.7 below will apply; and
      3. where applicable, you must immediately pay us any and all amounts that may be imposed by a third party and incurred by us arising from and in connection with the termination of the Services or this Agreement
    3. If the Services or this Agreement are/is terminated pursuant to Clause 16.4 or 16.5 below, you will compensate us for any damages or losses we may suffer because of the termination. Without prejudice to the foregoing, if such termination occurs during the applicable Minimum Period of Service, you are liable to pay us the sums referred to in Clause 16.2 above.
    4. In the event of any of the following:
      1. you breach any of the terms and conditions of this Agreement or any other agreement you have with us;
      2. you become or threaten to become bankrupt or insolvent, or die;
      3. you make any arrangement or composition with or assignment for the benefit of your creditors or go into either voluntary or compulsory liquidation or a receiver, trustee, judicial manager or administrator is appointed over any of your assets;
      4. the equivalent of any of the events referred to in Clauses 16.4(ii) and 16.4(iii) above under the laws of any relevant jurisdiction occurs to you;
      5. you provide incorrect, false or incomplete information to us;
      6. the requirements of any relevant regulatory authority result in us having to stop providing the Services or to provide the Services in a manner which is unacceptable to us;
      7. if you are likely to create imminent harm (such as interruption, disruption, congestion, signal leakage and any Unauthorised Act) to our Network or any third party's networks or systems or our provision of the Services, or defraud us, or are likely to create imminent harm or are abusive to our personnel; or
      8. for any reason beyond our control (including loss of any licence, way-leave or easement, requirements of any governmental or regulatory authority or orders by the court and cessation or failure to deliver by a third party supplier) we are unable to provide the Services, we may suspend or terminate all or any part of the Services or terminate this Agreement with 7 working days' notice (for Clauses 16.4(i) and 16.4(v) above) or with immediate effect (for Clauses 16.4(ii), 16.4(iii), 16.4(iv), 16.4(vi), 16.4(vii) and 16.4(viii) above) without compensation and without prejudice to our rights to damages for any antecedent breach by you of this Agreement. You may immediately contact our business helpdesk or our Account Manager to tell us why such suspension or termination should not occur. We will consider each case and where we deem appropriate, will not proceed with the suspension or termination of such account or take any other appropriate action where necessary.
    5. In the event that we suspect that you are using or allowing the Services to be used for fraud, misconduct or any other illegal or improper purpose, we will refer this to the relevant authorities without notice to you and comply with directions or guidelines issued by them without further reference to you.
    6. If and when you make good any breach or default, we may restore any suspended or terminated Services after you have paid for any reinstallation, restoration or re-connection charges and reimbursed us for our reasonable costs in suspending or terminating the Services.
    7. If the Services are terminated:
      1. all sums due, accruing due or payable to us in respect of the Services and if applicable, the Equipment, up to the date of termination (including late payment charges) will, upon the termination, become immediately due and payable to us. There will be no refund of any Charges paid to us for any equipment (including the Equipment) purchased from us; and
      2. you must immediately return to us all Equipment which we may have leased or rented to you in respect of the Services in good condition. We will be entitled to charge you all costs incurred in repossessing or acquiring replacement for any such Equipment which you have failed to return to us, or at our standard prescribed rates for acquiring a replacement for any Equipment which is returned to us in a damaged or defective condition.
    8. The termination of this Agreement will not affect any accrued rights or remedies of either party against the other party.