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STANDARD TERMS AND
CONDITIONS OF ISP CONTRACT
1 THESE TERMS AND CONDITIONS
TO PREVAIL 2.1 No amendment or consensual
cancellation of this Agreement or any provision or term thereof
or of any agreement, bill of exchange or other document issued
or executed pursuant to or in terms of this Agreement shall
be binding unless recorded in a written document signed by a
duly authorised representative from both DialSA and Subscriber. 3 CHARGES 3.1 Subscriber is responsible
for and agrees to pay to DialSA all fees and charges set out
in the Service Specification Annexure in South African currency,
without deduction or set-off of any amount of whatsoever nature
or for whatsoever reason. 4 WARRANTIES 4.1 Save as expressly set
out in this Agreement, DialSA does not make any representations
nor gives any warranties or guarantees of any nature whatsoever
in respect of the Equipment, Software or Services and all warranties
which are implied or residual at common law are hereby expressly
excluded. 5 EXCLUSION OF LIABILITY 5.1 Except for any deliberate act or gross negligence on the part of DialSA, its servants or agents, and except as otherwise expressly provided herein to the contrary, DialSA shall not be liable to Subscriber or any third party for any loss to Subscriber or any third party for any loss or damage of whatsoever nature and/or howsoever arising (including consequential or incidental loss or damage which shall include but shall not be limited to loss of property or of profit, business, goodwill, revenue, data or anticipated savings) or for any costs, claims or demands of any nature whether asserted against DialSA or against Subscriber by any party arising directly or indirectly out of the Equipment, Software or Services, their use, access, withdrawal or suspension or out of any information or materials provided or not provided, as the case may be, by or from their use. 5.2 Subject to clause 5.1 above, the entire liability of DialSA and Subscriber's exclusive remedy for damages from any cause related to or arising out of this Agreement, regardless of the form of action, whether in contract or in delict, will not exceed the aggregate of the fees and charges paid by Subscriber under this Agreement for the period of 12 (twelve) months preceding Subscriber's written notice in terms of clause 7.1. 5.3 Subscriber hereby indemnifies
DialSA against and holds DialSA harmless from any claim by any
third party arising directly or indirectly out of access to
or use of the Equipment, Software or Services or information
obtained through the use thereof or in respect of any matter
for which liability of DialSA is excluded in terms of clause
5.1 above. 6 DOCUMENTATION Any specifications, descriptive
matter, drawings and other documents which may be furnished
by DialSA to Subscriber from time to time: 7 BREACH 7.1 Subject to the provisions
of clause 7.2 to the contrary, if either party hereto: 8 INTELLECTUAL PROPERTY All intellectual property (including, without limitation, copyright, trade marks, designs and patents) relating to or used in connection with the Service/s provided under this Agreement shall belong to DialSA. Subscriber undertakes that it shall at no time, have any right, title or interest in the intellectual property and agrees that it shall not (or permit any third party to) reverse engineer, decompile, modify or tamper with the equipment or software owned by DialSA, or any of its third party suppliers. 9 CESSION Subscriber shall not be entitled
to cede or assign any rights and/or obligations which it may
have in terms of this Agreement to any third party unless consented
to in writing by DialSA, which consent may not be unreasonably
withheld. 10 HEADINGS AND INTERPRETATION The clause headings contained
herein are for reference purposes only and shall not be used
in the interpretation of this Agreement. Words importing any
one gender include the other two genders, the singular includes
the plural and vice versa, and natural persons includes created
entities (corporate or unincorporate) and vice versa. 11 DOMICILIUM CITANDI ET
EXECUTANDI For all purposes, including
but not by way of limitation, the giving of any notice, the
making of any communication and the serving of any process,
DialSA and Subscriber respectively choose their domicilium citandi
et executandi (“domicilium”) at their respective
street addresses appearing on the face hereof. Either party
shall be entitled from time to time to vary its domicilium and
shall be obliged to give notice to the other within ten days
of the said change. Any notice which either party may give to
the other shall be posted by prepaid registered post or hand
delivered to the other party’s domicilium and shall be
presumed, unless the contrary is proved by the party to whom
it is addressed, to have been received by that party on the
tenth day after the date of posting or on the day of delivery
as the case may be. 12 GOVERNING LAW AND JURISDICTION This Agreement will be governed
by and construed in accordance with the law of the Republic
of South Africa and all disputes, actions and other matters
relating thereto will be determined in accordance with South
African law by a South African Court having jurisdiction. 13 FORCE MAJEURE 13.1 DialSA shall not be
liable for non-performance under this agreement to the extent
to which the non-performance is caused by events or conditions
beyond the control of DialSA, provided that DialSA makes all
reasonable efforts to perform. 14 SEVERABILITY Should any of the terms and conditions of this Agreement be held to be invalid, unlawful or unenforceable, such terms and conditions will be severable from the remaining terms and conditions which will continue to be valid and enforceable. 15 SURETYSHIP The signatory to this Agreement,
as the authorized representative of the Subscriber, hereby binds
himself/herself to DialSA as personal surety and as co-principle
debtor in solidum with Subscriber for the due, punctual and
proper fulfilment and performance by Subscriber of all its obligations
in terms of this agreement. The aforementioned signatory hereby
renounces all benefits arising from the legal exceptions of
non numeratae pecuniae, non causa debiti, errore calculi and
beneficio excussionus et divisionis, with the force and effect
of which he/she hereby declares himself/herself to be fully
acquainted. 16 LIEN The parties agree that in the event of a breach of this agreement by Subscriber which causes DialSA to suffer financial prejudice, DialSA shall not be required to attach any of Subscriber’s hardware in execution, but shall be entitled to retain a lien over such hardware in reduction of any debt due by Subscriber to DialSA . 1 DESCRIPTION OF SERVICE 1.1 DialSA will provide Subscriber
with on-line access to the collection of local area networks
and wide area networks that all use the same protocol (namely
TCP/IP) to form a seamless, packet-switched network known colloquially
as the “INTERNET” (hereinafter referred to as “the
Service”). Such access is gained via a dedicated permanent
digital Telkom SA LTD leased line connected to DialSA’s
managed infrastructure. 2 FEES AND CHARGES 2.1 Subscriber shall pay
the fees specified in the Service Specification Annexure for
the Service. 3 DURATION 3.1 The provision of the
Service shall endure for an initial period of 12 (twelve) months,
commencing on and with effect from the Effective Date. 4 EFFECTIVE DATE 4.1 The Effective Date of
this Agreement is the date when Service first commences. Should
the Effective Date occur after the date of signature of this
Agreement, nothing herein contained shall be construed so as
to give either party the right to cancel or rescind this agreement
before the Effective Date. 5 SUBSCRIBERS OBLIGATIONS 5.1 Subscriber shall comply
strictly with all restrictions imposed on computer networks
through which any information and/or data transmitted by Subscriber
passes. 6 INSTALLATION AND ACCESS
TO SERVICE 6.1 Subscriber shall accept
installation of and provision of access to the Service by way
of furnishing and activating of the address whenever tendered
by DialSA. 1 DESCRIPTION OF SERVICE DialSA will provide Subscriber
with on-line access to the computer server/s in the hosting
environment on DialSA’s premises whereon is hosted programmes,
applications, data and/or any other information of Subscriber
(hereinafter referred to as “the Hosting Access Service”).
Such access is gained via a dedicated permanent digital Telkom
SA LTD leased line connected to DialSA’s managed infrastructure.
The Hosting Access Service does not include access to the INTERNET.
2 FEES AND CHARGES 2.1 Subscriber shall pay
the fees specified in the Service Specification Annexure for
the Hosting Access Service. 3 DURATION 3.1 The provision of the
Hosting Access Service shall endure for an initial period of
12 (twelve) months, commencing on and with effect from the Effective
Date. 4 EFFECTIVE DATE 4.1 The Effective Date of
this Agreement is the date when Hosting Access Service first
commences. Should the Effective Date occur after the date of
signature of this Agreement, nothing herein contained shall
be construed so as to give either party the right to cancel
or rescind this agreement before the Effective Date. 5 SUBSCRIBERS OBLIGATIONS 5.1 Subscriber shall comply
strictly with all restrictions imposed on computer networks
through which any information and/or data transmitted by Subscriber
passes. 6 INSTALLATION AND ACCESS
TO SERVICE 6.1 Subscriber shall accept
installation of and provision of access to the Hosting Access
Service by way of furnishing and activating of the address whenever
tendered by DialSA. 1 HIRE 1.1 DialSA herewith,
with effect from the Effective Date, lets to Subscriber, which
hereby takes on hire, the Router (“Equipment”) specified
in the Service Specification Annexure subject to the terms of
this Agreement. 2 DURATION 2.1 The hiring of the
Equipment in terms hereof shall endure for an initial period
of 12 months commencing on and with effect from the Effective
Date (“the initial period”). 3 RENTAL 3.1 Subscriber shall
pay the fees specified in the Service Specification Annexure
for the router rental. 4 OWNERSHIP DialSA shall at all
times be and remain the owner of the Equipment and nothing in
this Agreement shall be construed so as to confer any rights
or interest therein on Subscriber other than as a hirer of the
Equipment. 5 RETURN OF EQUIPMENT On termination of this
Agreement in the manner envisaged in clause 2 hereof or clause
7 of the above standard terms and conditions of contract, as
the case may be, Subscriber shall forthwith return the Equipment
to DialSA in the same condition as it stands on the Effective
Date. 6 RISK All risk of loss and/or
destruction of the Equipment shall be retained by Subscriber
at all times. Subscriber shall be responsible for ensuring that
the Equipment is insured against loss and destruction for the
usual causes arising. 7 OPERATION OF EQUIPMENT Subscriber shall at
all times operate and maintain the Equipment in accordance with
DialSA’s Manual of Instructions which shall be issued
to Subscriber on the Effective Date and the Subscriber will
permit DialSA at all reasonable times to have access to the
Equipment and to inspect the state and condition thereof. In
the event of breakdown or malfunction of the Equipment, the
Subscriber shall at its cost attend to the repairs of the same. 8 SAFETY OF EQUIPMENT From the Effective
Date, the Subscriber shall be responsible for the safety of
the Equipment and the cost of repair of any damage caused to
the Equipment in any manner whatsoever while the Equipment is
under the control of the Subscriber. 9 DUTIES OF SUBSCRIBER Subscriber shall: 10 INDEMNITY The Subscriber indemnifies and holds DialSA harmless against any damage, loss or matter arising from or connected with the Equipment irrespective of the cause of such claim. Subscriber shall have no claim or right against DialSA in respect of or arising out of the Equipment, the use, possession or failure thereof or any defect therein or damage caused thereby. 1 DESCRIPTION OF SERVICE 1.1 DialSA will install and
maintain at DialSA's premises a network access control device
("Firewall") duly configured to comply with Subscribers
Internet Security policy, in so far as this policy complies
with the capabilities of the Firewall. The device will inhibit
the relay of Subscriber's information and data from Subscriber's
Internet network to the outside networks in accordance with
Subscriber's policy through the use of authentication procedures
and devices, thereby providing security to Subscriber's information
and data. 2 FEES AND CHARGES 2.1 Subscriber shall pay
the fees specified in the Service Specification Annexure for
the Service. 4 EFFECTIVE DATE The Effective Date of this
Agreement is the date when Service first commences. 5 SUBSCRIBERS OBLIGATIONS 5.1 Subscriber may not commit
nor attempt any act or omission which directly or indirectly: CALL LOGGING PROCEDURE 1 All Service requests
are logged and managed centrally from DialSA Control Centre
in Cape Town. There are twoways
in which Subscriber can register a Service request. In order
of preference, they are: 5 All calls will be assigned a reference number, which is valid for the life of the call and should be used when querying the status of any Service request.
ATTACHMENT B 1. DialSA ESCALATION PROCEDURE 1.3 Severity Levels 1.4 Problem Priorities By using the severity priority
values, you can help us to ensure that your ticket gets the
attention it requires. For example, should you urgently require
information, you can use Severity 5 and Priority 2. 2. SUBSCRIBER’S ESCALATION
PROCEDURE 2.1. It’s equally important that DialSA’s Control Centre comply with escalation procedures as they relate to the Subscriber’s contact personnel. It’s therefore imperative that the following Subscriber information be supplied. 1ST LINE * 2ND LINE 3RD LINE
4TH LINE * It’s preferable that the first line of call be a body or group of people, as opposed to an individual. This body or group would typically be the Subscribers’ HelpDesk, Network Bridge or IT Department. 2.2 This escalation procedure, unless otherwise notified, will be adhered to for all outages, regardless of the time the outage occurred. Should you require an alternative escalation procedure dependant on the time the day, please notify us, in writing, with the procedure. |
