2.2 Customers who opt for outright purchase. 2.3 Customers who opt to rent BTC PABX. 2.4 Maintenance service offers the customer

Transcription

1 1. DEFINITIONS 1.1 Affiliate means in relation to a Party (i) any entity under the control of such Party; and (ii) any entity controlling such Party; and (iii) any other entity under the control of the controlling entity under (ii); 1.2 Agreement shall collectively mean these terms and conditions together with the BTC General Terms and General Information for BTC services herein attached; 1.3 BTC - shall mean Botswana Telecommunications Corporation(the service provider); 1.4 Customer - shall mean the party applying, accepting and signing the Service Application Form herein attached and a party or parties, jointly and severally, who have subscribed to BTC for a service; 1.5 Parties refers to both BTC and the Customer collectively and Party refers to either individually; and 1.6 Services shall mean supply, installation and maintenance of the PABX system. 1.7 PABX System shall mean all the BTC equipment connected to the PABX including BTC PABX lines. 1.8 Term shall mean.. from the date of service provisioning. 2. SERVICE DESCRIPTION Installation 2.1 BTC shall supply and install at the Customer s premises the PABX system in accordance with the Customer s requirements which maybe one or all of the following; Purchase of the PABX system where BTC will charge the purchase price for the supply of the PABX as well as the installation fees applicable; and Rental of the PABX system where the Customer will be supplied with a PABX system at an agreed monthly rental amount and a once of installation fee applicable. Maintenance of PABX System 2.2 Customers who opt for outright purchase of PABX system from BTC are required to contract for maintenance service for a monthly fee indicated in the attached quotation marked Annexure Customers who opt to rent BTC PABX systems are required to contract for the service for a monthly fee indicated in the attached quotation marked Annexure Maintenance service offers the customer access to BTC service helpdesk (121) during business hours for fault reporting purposes. 2.5 The BTC service helpdesk will investigate and endeavor to resolve the fault with the Customer over the telephone and or within a reasonable time. 2.6 Where the fault cannot be resolved over the telephone, it will then be escalated to BTC s technical team and the Customer will then be provided with a reference number which may be used to follow up on the reported fault. 2.7 The technical team shall install (remotely or at Customers premises) a new release of software in their PABX to rectify the fault (only during business hours); 2.8 The technical team shall attend at the Customer s premises during business hours to resolve the fault with prior notification; 2.9 The technical team shall manage and track the progress of fault resolution The technical team shall advice the Customer to request for a quotation from their account manager for replacement of faulty spares. Replacement of Spares and Upgrading of Software. Page 1 of 9

2 2.11 Customers who opt to buy BTC PABX systems will be advised to request for a quotation from their account manager for replacement of faulty spares and system upgrade and will be charged for this services Customers who opt to rent shall have the faulty PABX system spares replaced as well as other items affected by wear and tear such as batteries, fuses and curly cords For the rental option the technical team shall replace faulty PABX system with equipment that is new or reconditioned to perform as new, complete with factory default settings Take note that restoration of customer s specific configuration and programming is not included in the rental option. Page 2 of 9

3 3. PAYMENT TERMS 3.1 The Customer shall pay BTC monthly recurring charges ( the Monthly Charges ) as soon as the Services are fully operational. 3.2 The Customer shall pay all the invoices within thirty (30) days from the date of receipt. 3.3 If the Customer disputes any invoiced amount, the Customer shall submit to BTC within 10 (ten) days following the receipt of such disputed invoice and written documentation identifying the items which are in dispute, provided however that Customer shall still be responsible to pay the full amount due within thirty (30) days. 3.4 The Parties shall investigate the matter and upon mutual agreement a credit against future invoices will be issued by BTC. 3.5 BTC shall not be responsible for any fraudulent or unauthorized use of the Services which may have occurred due to the Customer s negligence. 4. RESPONSIBILITY OF CUSTOMER 4.1 The Customer shall not use the Services for any purpose prohibited under applicable Laws. 4.2 The Customer agrees to indemnify and hold harmless BTC from any claims, costs, fines, penalties, damages, fees and other expenses resulting from the Customer s use of the Service. 4.3 The Customer agrees that if its use of the Services does not conform to BTC Policy which policy shall be updated from time to time, BTC may in its sole discretion, immediately terminate the Services. 4.4 The Customer shall not attach any equipment to the BTC network and PABX System without prior written approval from BTC. 4.5 The Customer shall be liable for all accounts raised as a result of the use of BTC services. In the event that BTC has to institute any action or engage any agent/attorney to recover/collect payment of any bills, the customer shall be liable to pay all legal costs, fees and commission related thereto. 4.6 The Customer shall solely be responsible for the BTC PABX system supplied and/or installed at its premises, more specifically: Keep the PABX clear from any obstructions Keep the equipment room clean and moisture free Keep the temperature of the room where the PABX is housed between 20 and 30 Celsius Protection against lightning by checking the earth resistance before installation is carried out The Customer shall make provision for the supplied equipment to be connected to the power supply through a UPS The Customer shall not do or allow any other person/contractor/sub-contractor to work on the equipment after the signing of this rental agreement The Customer shall ensure that BTC s Technicians/Personnel or nominated contractor/sub-contractor have free access into the premises equipment room during the routine maintenance/repair period The customer shall provide availability of suitable 230 volts AC power free of charge for the operation of test instruments and tools during maintenance/repair period The customer shall provide a suitable earth point The customer shall be fully responsible for the safety and insurance of the equipment at their premises The Customer shall not remove the equipment from the premises where it has been installed without prior written authorization from BTC. Page 3 of 9

4 5. TERM AND TERMINATION 5.1 Notwithstanding the signature date by the Parties, the Agreement shall commence on the date of provision of the Services and remain valid for a period of. 5.2 This Agreement shall automatically renew for additional 1 (one) year Terms unless terminated by either Party on providing a 30 (thirty) days written notice to the other. 5.3 Should the Customer terminate the Services prior to the expiration of the said..( ) years, then BTC reserves the right to charge the Customer an amount equivalent to the monthly rental of the remaining period. 5.4 BTC may without prejudice to its other rights hereunder immediately and without notice suspend the delivery of Services and/or terminate this agreement in the event customer: Page 4 of 9

5 5.4.1 Fails to pay the monthly invoice within 30 (thirty)days of the issuance of the invoice Becomes insolvent or bankrupt or ceases paying its debts; and Uses the Services to send any communication which is illegal. 6. CESSION AND ASSIGNMENT 6.1 Either Party reserves the right to assign all or part of this Agreement at any time to any Affiliate which can sufficiently execute the obligations under this Agreement, subject to providing the other Party with a prior written notice of such assignment. 6.2 Any assignment to a person other than an Affiliate requires the prior written consent of the other Party, which consent shall not be unreasonably withheld. 6.3 Notwithstanding anything contained in this Clause to the contrary and unless otherwise explicitly renounced in writing, this Agreement will be deemed to have been automatically ceded and or assigned to the successors in title of BTC in the event of any takeover, acquisition, merger and or change in composition of BTC. 7. DISCLAIMER OF WARRANTY AND LIMITATION OF LIABILITY 7.1 In no event shall BTC be liable to the Customer for consequential, special or indirect losses or damages sustained by customer or any third parties in using the Services howsoever arising under this Agreement and whether under contract, tort or otherwise (including, without limitation, third party claims, loss of profits, loss of customers or damage to reputation or goodwill) no warranties of merchantability or fitness for a particular purpose shall be applicable to the provision of the Services. 8. FORCE MAJEURE 8.1 Neither Party shall be held responsible for not performing its obligations in respect of the Agreement, nor be liable for any cost or to pay any compensation to the other Party in the event of a force majeure event. Force majeure shall include but not be limited to general strikes, riots, civil war (actual or threatening), acts of God, etc. 9. CHANGE REQUEST/SERVICES: 9.1 BTC reserves the right to replace, upgrade the Services, provide an alternative system or make any changes or change to the telephone number without the prior consent of the Customer in the event that there is need to urgently effect the said alterations DISPUTES 10.1 In case of disputes between the Parties arising from this Agreement and/or terms hereof, the Parties will make every effort to resolve the matter amicably Any party as the case may be shall be entitled to require by written notice to the other that the dispute be attended to within 5 (five) days of the notice If the Parties are unable to resolve the dispute within a period of 14 (fourteen) Page 5 of 9

6 days from the date of receipt of the written notice referred to in clause 10(2), then either of the Parties may refer the dispute to a court of competent jurisdiction in Botswana 11. GOVERNING LAW This Agreement shall be governed and construed in accordance with the laws of Botswana. THUS DONE AND SIGNED FOR AND ON BEHALF OF NAME: IN HIS/HER CAPACITY AS SIGNATURE DATE: 12. ENTIRE AGREEMENT 12.1 This Agreement together with BTC general terms and conditions (available on request) represents the entire understanding between the Parties in relation to matters dealt with herein and supersedes all previous covenants and representations made between parties in relation to the agreement, whether oral or written. THUS DONE AND SIGNED FOR AND ON BEHALF OF BOTSWANA TELECOMMUNICATIONS CORPORATION NAME: IN HIS/HER CAPACITY AS SIGNATURE DATE: Page 6 of 9

7 Annexure 1 Customer Quotation Page 7 of 9

8 Annexure 2 Fault Escalation Process Page 8 of 9

9 Fault Escalation Process Flow. (Applies only to Business Customers) Fault received at BTC Call Centre and Customer is given a reference number. Turn around time for resolving Fault is one (1) working day. For Complex Faults the turn around time is Five (5) working days. Complaint Resolved? YES Close NO Escalated to Installations &Maintenance Manager (South/North). Turn around time for resolving Complaint is one (1) working day. Complaint Resolved? YES Close NO Escalated to Head of Operations (South/North). Turn around time for resolving Complaint is one (1) working day. Complaint Resolved? Close NO Escalate to Group General Manager Operations. Turn around time for resolving the Complaint is one (1) working day Complaint Resolved? NO YES Close To CEO through Head of Public Relations and Marketing. Turn around time for resolving the Complaint is Page 9 of 9