SERVICE AGREEMENT
The Services are provided by Fibernet Broadband, a private company with limited liability having its primary place of business at 1, Balogun Street, Anifowoshe, Ikeja, Nigeria (“Fibernet Broadband”).
Our Services are very diverse, so sometimes additional terms or product requirements may apply. Additional terms will be available with the relevant Services, and those additional terms become part of your agreement with us if you use those Services.
Each Service Order delivered and accepted in accordance with this Agreement forms an individual contract which incorporates these General Terms and establishes the terms and conditions under which we shall provide the Services to you.
1. DEFINITIONS AND INTERPRETATION
1.1. In this Agreement the following terms and phrases shall have the following meaning, unless the context otherwise requires:
1.1.1. “Agreement” shall mean, as between you and Fibernet Broadband, these General Terms read together with the terms relevant to each Service.
1.1.2. “Billing Start Date” means the “Service Activation Date” or “Acceptance Date” or date of “Completion of Connection” as described in clause 3.
1.1.3. “Business Day” shall mean, in respect of a Service, every day excluding Saturdays, Sundays and any national holidays.
1.1.4. “Charges” Usage Charges, Installation Charge, Start Up Charge, Monthly subscription and any other charges or fees payable by you to Fibernet Broadband in respect of a Service, as set out or referred to in a Service Order and revised from time to time in accordance with clause 2.
1.1.5. “Call Charges” shall mean the charges for packet switched telecommunications services.
1.1.6. “Installation Charge” or “Start Up Charge” or “Re – Connection Charge” or “Start Up Fee” or “Installation Fee” or “Set Up Fee” shall mean a non-recurring charge for installation of a Service (including installation of any Service Equipment).
1.1.7. “Rental Charge” or “Monthly subscription” or “Annual subscription” shall mean monthly recurring charges for a Service.
1.1.8. “Customer Data” means technical data (for example the date, time and duration of voice or data transmissions) that is necessary for the establishment, billing or maintenance of the transmission. “Regulated Customer Data” is that Customer Data of which the use, processing or transfer is regulated by law or regulation as “personal data”.
1.1.9. “Customer Site” or “Site” shall mean a physical location at which a Service is provided to you.
1.1.10. “Effective Date” shall mean, in relation to a Service, the date upon which a Service Order becomes binding in accordance with the provisions of clause 2 and 3 below.
1.1.11. “Emergency Works” mean works, the execution of which, at the time it is proposed to execute them, is required to put an end to, or prevent, the arising of circumstances then existing or imminent that are likely to cause: (i) danger to persons or property; (ii) the interruption of any service provided by the Fibernet Broadband Network or the network generated by a third party; (iii) substantial loss to Fibernet Broadband or any third party; and such other works as in all the circumstances it is reasonable to execute with those works.
1.1.12. “Force Majeure Event” shall mean any cause beyond a Party’s reasonable control affecting the performance of its obligations, including, but not limited to, fire, flood, explosion, accident, war, acts of terrorism, power outages, strike, embargo, governmental requirement, civil or military authority, Act of God, changes to laws or regulations, inability to secure materials or services, industrial disputes and acts or omissions of other providers of telecommunications services.
1.1.13. “Party” shall mean Fibernet Broadband or you (as the context requires), and “Parties” shall mean both you and Fibernet Broadband.
1.1.14. “Ready for Service Notification” means a notification that may be provided in accordance with clause 3 that with respect to Fibernet Broadband’s obligations hereunder, the Service is ready for use.
1.1.15. “Fibernet Broadband Network” shall mean the points of presence, network hubs, and host computers owned, operated or used by Fibernet Broadband in connection with the provision of a Service.
1.1.16. “Service” shall mean the specific Service provided by Fibernet Broadband to you, and as may be further described in the relevant Service Order.
1.1.17. “Service Order” shall mean an electronic request for a specific Service delivered by you or by a proxy which may be an agent of Fibernet Broadband or its reseller to Fibernet Broadband and accepted by Fibernet Broadband in accordance with clauses 2 and 3.
1.1.18. “Service Equipment” shall mean the hardware, software, systems, cabling, and facilities provided by Fibernet Broadband at your Site to make the Service available to you. Fibernet Broadband remains the owner of Service Equipment. Service Equipment shall not include the Fibernet Broadband Network or any hardware or software that is the subject of a separate supply contract between you and Fibernet Broadband.
1.1.19. “Service Term” for home services shall mean a month-to-month term.
1.1.20. “You / Your” refers to you, our valued customer whose details are as supplied to us in the Service Order.
1.1.21. Unless the context otherwise requires, in this Agreement, a reference to:
1.1.21.1. a person includes a reference to a body corporate, association or partnership;
1.1.21.2. a person includes a reference to that person’s legal personal representatives, successors and permitted assigns;
1.1.21.3. a document is a reference to that document as supplemented or varied from time to time.
1.1.22. No provision of the Agreement is intended to contravene the applicable provisions of the Consumer Protection Act, and therefore all provisions of the Agreement to the extent that the Agreement or any goods and services provided under the Agreement documents are governed by the Consumer Protection Act of 2008, must be treated as qualified, to the extent necessary, to ensure that the applicable provisions of the Consumer Protection Act are complied with.
1.1.23. “FTTH” shall mean “Fiber To the Home” and is deemed to be a Broadband, best effort home service.
1.1.24. “FTTB” shall mean “Fiber to the Business” and is deemed to be a business grade service with warranties and service level agreements as defined in the relevant Business Service Schedule.
2. SERVICE
2.1. A service may be ordered from Fibernet Broadband in electronic format via the sign-up web page. A Service Order shall be in such form as is provided to you by Fibernet Broadband.
2.2. A Service Order shall be only become binding after the confirmation of Installation cost and first month service charge
2.3. The terms and conditions of this Service Agreement and the Charges for a Service provided hereunder are agreed expressly on the condition that you shall not resell the Service. Fibernet Broadband reserves the right to deliver the Service to a single Site only.
2.4. The service may not be extended beyond the customer site, unless written express permission is obtained from Fibernet Broadband, extending the service beyond the customer site constitutes a breach of the Service Agreement.
2.5. Where the service is allowed to be resold it shall be done at the agreed terms failure of which constitutes a breach of the Service Agreement
2.6. The service can only be provided using approved equipment from Fibernet Broadband.
3. SERVICE ACTIVATION
3.1. After installation of a Service, but prior to the activation of a Service, Fibernet Broadband shall conduct such tests as it considers to be appropriate to determine that all necessary work has been done to provide the Service to you and upon successful completion of such tests Fibernet Broadband shall use reasonable endeavors to deliver a Ready for Service Notification to you.
3.2. THE BILLING START DATE FOR A SERVICE SHALL BE:
3.2.1. where the Service as set out in the Service Order can be implemented by means of a billing change and/or system configuration changes, date the billing or system configuration change takes effect.
3.2.2. where the Service is a new service and/or requires on-site installation to be performed, the event described below that occurs first in time: –
3.2.2.1. The date on which you deliver to Fibernet Broadband a signed confirmation schedule, being the “Acceptance Date”; or
3.2.2.2. The date you first use the Service, being the deemed “Acceptance Date” or “Service Activation Date”; or
3.2.2.3. In the case where you, through no fault of Fibernet Broadband, fail to deliver a confirmation schedule to Fibernet Broadband, to use the Service or to complete your obligations necessary to use the Service, then the date on which Fibernet Broadband delivers a ready for Service Notification (which shall also be the “Completion of Connection” or deemed “Service Activation” date);
4. SUBSCRIPTION PAYMENT AND INSTALLATION COST
4.1. subscription will be paid in accordance with clause 4.
4.2. Subscription Charges to:
4..3. Charges shall accrue from the Billing Start Date and will be invoiced by Fibernet Broadband for:
4.4. Monthly Subscription Cost in advance. (MRC)
4..5. Installation cost /one-time cost (OTC) before installation is carried out.
4.6. General price increases – which increases shall be linked to the latest available Consumer Price Index value; or
4..7.Specific increases because of increases of direct input costs of a service – in which case the increase in pricing shall be commensurate with the increase in the input cost.
5. FIBERNET BROADBAND OBLIGATIONS
5.1. In performing its obligations under this Agreement, Fibernet Broadband shall always exercise the reasonable skill and care of a competent provider of internet related services.
5.2. Fibernet Broadband shall use reasonable endeavors to ensure that each Service will conform to any Service Terms.
5.3. Except as expressly set out in these General Terms, all warranties, representations or agreements, with respect to the provision of a Service or otherwise, whether oral or in writing and whether express or implied, either by operation of law, statute or otherwise, are excluded to the extent permitted by law.
6. SERVICE SUSPENSION
6.1. Fibernet Broadband may, at its sole discretion and without prejudice to any right which it might have to terminate a Service and/or this Agreement, elect to immediately suspend the provision of a Service (or part thereof) if Fibernet Broadband:
6.1.1. has reasonable grounds to consider it is entitled to terminate the Service and/or this Agreement for reasons set out in clause 7;
6.1.2. is obliged to comply with an order, instruction or request of a court, government agency, emergency service organization or other administrative or regulatory authority;
6.1.3. needs to carry out Emergency Works to the Fibernet Broadband Network or Service Equipment;
6.1.4. has reasonable grounds to consider that the Service is being used fraudulently or illegally or in violation of clause 2.4; 2.5; and 2.6;
6.2. If Fibernet Broadband exercises its right to suspend the Service (or part thereof) pursuant to clauses 6.1.2 or 6.1.3 it shall, whenever reasonably practicable, give prior notice of such suspension to you, setting out the reasons for the suspension and the expected duration. Fibernet Broadband shall use all reasonable endeavors to resume the Service as soon as is practically possible.
6.3. If the Service (or part thereof) is suspended because of your breach, fault, act or omission, you shall pay to Fibernet Broadband all reasonable costs and expenses incurred by the implementation of such suspension and/or recommencement of the provision of the Service.
6.4. Fibernet Broadband shall not be liable for any loss, damage or inconvenience suffered by you because of any suspension made pursuant to clause 6.1, except to the extent that such suspension is made pursuant to clause 6.1.3 and for reasons which are solely and directly attributable to the negligence of Fibernet Broadband.
7. TERMINATION AND SERVICE TERMs –
7.1. These General Terms shall take effect in respect of each Service, from the effective date of each service order.
7.2. Either Party may terminate a Service upon the following grounds:
7.2.1.Fibernet Broadband is required by Law (where the services provided by Fibernet becomes unlawful or where provision of services by Fibernet Broadband is no longer commercially viable.
7.3. by serving at least 1 (one) calendar months’ written notice either by serving same at the last known address of the receiving party of by e-mail;
7.4. by notice if the other Party has committed a material breach which is incapable of remedy; notice is sufficient by means stated in the preceding paragraph
7.5. by notice if the other Party has committed a material breach capable of remedy, but which it fails to remedy within ten (10) Business Days of having been notified of such breach; or
7.6. by notice if, service failure is as a result of force majeure and no lasting solution for a continuous period exceeding 3 months.
7.3. Fibernet Broadband may terminate the Agreement (or a specific Service Order) by notice if a suspension of a Service pursuant to clause 6.1.4 has continued for a period of at least two (2) consecutive months.
7.4. Where Fibernet Broadband has reasonable grounds to believe that there has been a violation of clause 6.1.2, Fibernet Broadband may notify you and require you to remedy such violation of regulations and or an imminent threat to the Fibernet Broadband Network, or in all other cases, within forty-eight (48) hours.
If you fail to notify Fibernet Broadband that such a remedy has been effected in accordance with this clause 7.4 or if Fibernet Broadband reasonably determines that the violation is continuing or is likely to reoccur, Fibernet Broadband may terminate this Agreement (or relevant Service) without further recourse to you.
7.5. Fibernet Broadband may terminate the Agreement (or the relevant Service Order) after 72 hours if you fail to renew payment for subscription as at when due.
8. DEFINITIONS
Capitalized terms not defined herein have the same meaning as defined above
8.1. “Contended” means that multiple users are sharing the same network capacity. Contention ratios are based on the individual design of the third party fibre access network over which the FibernetBroadband service is delivered.
8.2. “Unshaped” means that FibernetBroadband does not priorities or differentiate between different classes of traffic. Moves, additions and changes are subject to feasibility, and additional charges for on-net or off-net changes may apply
8.3. “Uncapped” means no limit to the amount of data that can be downloaded for that line speed.
9. GENERAL
9.1. These terms are to be read in conjunction with:
9.2. All policies available on Fibernet Broadband website.
9.3. FibernetBroadband will provide you with contented capped or uncapped, unshaped access to the FibernetBroadband Network via a fibre circuit (the “Access Circuit”) and the Equipment at a FibernetBroadband Point of Presence (“PoP”), mobile data.
9.4. Fibernet Broadband provides Internet access by transmitting and delivering IP packets between your computers connected on the FibernetBroadband Network and other networks in accordance with its standard business arrangements with providers of such other networks.
10. THROUGHPUT RATES AND IP ACCESS
10.1. Access to, and across, the FibernetBroadband IP Network is at the maximum throughput rates set forth in the subscriber agreement. Maximum throughput rates are not guaranteed.
10.2. Due to the nature of the Internet, FibernetBroadband can only control download and upload speeds across the FibernetBroadband Network (as defined in the FibernetBroadband General Terms and conditions).
11. ACCESS CIRCUIT
11.1. FibernetBroadband supplies, configures and tests the Access Circuit and also defines its own standard installation. The Customer shall be responsible for the costs of any facilities, extra cabling, additional trenching and other expenses not included in a standard installation that is necessary to provide the services to the Customer’s premises. Such costs shall be charged by FibernetBroadband.
12. EQUIPMENT
12.1. The equipment belongs to FibernetBroadband
12.2. The equipment must not be moved or repositioned without FibernetBroadband FSE present
12.3. In the event of failure of the Equipment, FibernetBroadband will repair or replace (at FibernetBroadband’s discretion) Provided the damage is not caused by mishandling or power surge.
12.4. Ownership of the Equipment rests in the FibernetBroadband.
13. RESALE OF SERVICE
Resale of the Services is not permitted. Except with resellers solely appointed for such purpose and in line with FibernetBroadband Service agreement.
14. ACCURACY OF YOUR INFORMATION
You will provide FibernetBroadband with accurate and up to date information: (i) when completing the Customer Information and Service Agreement on the website and (ii) when you contact FibernetBroadband to report a fault and is asked a standard set of structured questions. FibernetBroadband shall not be liable for any loss suffered because of your failure to provide accurate information which may lead to a delay in installation or service repair.
15. MAINTENANCE
Maintenance on the FibernetBroadband Network will be performed as at when necessary and reasonable care will be taken to communicate such maintenance. FibernetBroadband reserves the right to perform emergency maintenance without prior notice, but FibernetBroadband shall nonetheless endeavor to provide such notice as is reasonably and practically possible in the circumstances.
16. SET UP AND CONFIGURATION/ INSTALLATION FEES
16.1. Fibre to the Home products offered by FibernetBroadband are all subject to a one-off set up and configuration or Installation fee and the Customer is expected to pay a monthly sum for renewed internet access.
17. SECURITY/PASSWORD
The Customer shall ensure that the security encryption is enabled and password/s on all access devices such as modem or equipment of Fibernet Broadband where provided is kept secret at all times, not disclosed to unauthorized persons and to change the password immediately after installation. The Customer shall not part with the password and Fibernet Broadband shall not be liable for any losses arising out of security breaches as a result of failure of customer to properly secure its password and devices from unauthorized persons.
18. DISCLAIMER
Every effort will be made by Fibernet Broadband Limited to provide highest quality of service to the Customer, the Customer acknowledges that Fibernet Broadband is interconnected with high speed internet links provided by other service delivery providers/entities that are responsible to ensure that these links are as reliable as possible. Fibernet Broadband does not own any responsibility in case of interruptions in the inter-connect network beyond its reasonable control. Fibernet Broadband shall not be responsible whatsoever for any interruption caused by the quality of these links, defect in connectivity or any inconvenience, damages, or any other liability whatsoever from the Customer or anyone else in this regard.
19. PROMOTIONAL PRICING
Any advertised promotional pricing which may be offered from time to time, is done so at the discretion of FibernetBroadband. Promotional pricing is subject to availability, and may be withdrawn at any time without notice.
20. SALES CONDITION
20.1. SmartHome plans are strictly residential platform services
20.2. Peak Period: 8am – 7:59am
21. CUSTOMERS OBLIGATION
21.1. You must grant to, or arrange for the grant to Fibernet Broadband or its subcontractors right of access to the Customer Site for purpose of installation and or service repair
21.2. You will provide Fibernet Broadband with such facilities and information as Fibernet Broadband may reasonably require enabling it to perform its obligations or exercise its rights under the Agreement.
21.3. You warrant and undertake that you will:
21.3.1. use the Service Equipment only for purposes that are considered legal under the various laws controlling internet based communications and businesses at all times.
21.3.2. not move, modify, relocate, or in any way interfere with the Service Equipment a Fibernet Broadband Engineer contacted to do so
21.3.3. not create or allow any charges, liens, pledges or other encumbrances to be created over the Service Equipment;
21.3.4. upon termination of a Service, allow Fibernet Broadband access to your Site to remove the Service Equipment. (see clause 12.1 above).
21.3.4. You undertake not to use the Services for any illegal or immoral purpose and you will abide by the current version of the Fibernet Broadband Acceptable Use Policy, available at /acceptable-use-policy.
22. LIABILITY
22..1. Neither Party shall be liable to the other for indirect or consequential losses or otherwise for harm to business, loss of revenues, loss of anticipated savings or lost profits.
22.2. Fibernet Broadband is unable to exercise editorial or other control over any content placed on or accessible through your use of the Services and Fibernet Broadband shall have no liability as to the quality, content or accuracy of information received through or because of the use of the Services.
23. FORCE MAJEURE:
Fibernet Broadband is not liable for failure to perform its obligations if such failure include (but is not limited to acts of God, enemy hostilities, fire outbreak, flood, lightning strikes, earthquakes, storm, hurricane and or other natural disasters) war, invasion, act of foreign enemies(regardless of whether war is declared or not), civil war, rebellion, revolution, insurrection, military or usurped political powers or confiscation, terrorist activities, ,nationalization, government sanction, embargo, labor dispute, strike, lockout, or industrial action or failure of electricity or telecommunications services across the country, action of regulatory authorities, or local or national government or authorities or any event that can be reasonably termed a force majeure.
Notwithstanding anything herein to the contrary, neither Party shall be liable to the other for any delay, failure in performance of any part of this Agreement (other than for payment obligations set out in clause 4) or damages suffered to the extent that such delay or failure is attributable to a Force Majeure Event or any event that may be reasonably termed as a Force majeure..
24. INTELLECTUAL PROPERTY
You acknowledge that all patents, registered and unregistered designs, copyrights, trademarks and all other intellectual property rights whatsoever and wherever enforceable, which are used in connection with the Service and/or Service Equipment, shall remain the sole property of Fibernet Broadband, its contractors or suppliers.
24. CUSTOMER DATA AND PRIVACY
24.1. The Cusromer acknowledges that Fibernet Broadband and our respective sub-contractors will, by virtue of the provision of Services, come into possession of Customer Data.
24.2. Fibernet Broadband has implemented and maintains appropriate technical and organizational measures to protect Customer Data against accidental or accidental loss, alteration, unauthorized disclosure or access and against other unlawful forms of processing.
24.3. Fibernet Broadband and its respective subcontractors may use or process Customer Data:
24.3.1. in connection with the provision of Services;
24.3.2. to incorporate Customer Data into databases controlled by Fibernet Broadband for administration, provisioning, billing and reconciliation, maintenance, support and product development, sales, revenue and customer analysis and reporting, market and customer use analysis, and
24.3.3. to communicate to you by voice, letter, or email regarding products and services of Fibernet Broadband.
25. Survival: Termination of this Agreement shall not affect a clause that necessarily or by its context requires survival of these General Terms.
26. AMENDMENT OF TERMS AND CONDITIONS
Fibernet Broadband may at any time modify or amend the terms and conditions of its services if there is any change or amendment to any law or regulations governing its services or if it decides to amend it for reasons of quality of service, or for the benefit of the Customer, or there is a need to improve in its service delivery, technical operations or for business practices and policies changes.
27. INDEMNITY:
The Customer will be responsible for and shall indemnify Fibernet Broadband and hold it blameless against any direct or consequential liability arising out of claims made against Fibernet Broadband, its affiliates, its employees, or its representatives howsoever described in connection with the use its internet service modem or service itself or misuse by the Customer, or any other person within the premises of the Customer including but not limited to claims of fraud, defamation, copyright infringement, or any other breach of intellectual property rights and any breach occasioned by non-observance of the terms and conditions of this agreement by the Customer.
28. DISPUTE FRESOLUTION:
Irrespective of the right of Parties to resort to other dispute resolution mechanism, in the event of differences or disputes which may arise in connection with this agreement or its interpretation, the parties shall negotiate in good faith with a view of settling the matter amicably.
Where negotiation fails parties shall submit to the Lagos State Multidoor courthouse Provided that parties shall bear their respective cost inclusive of attorney fees.