Master Services Agreement

Entered into between AEROCOM BROADBAND SERVICES (PROPRIETARY) LIMITED (Registration No. 2017/019073/07) and the Customer/End User as specified in the Agreement Particulars.

1. DEFINITIONS AND INTERPRETATIONS

In this Agreement, the following words and expressions bear the meanings assigned to them:

  • "AFSA": The Arbitration Foundation of Southern Africa.
  • "Agreement": This Master Services Agreement, including all annexures and Service Confirmation Schedules.
  • "Customer": The company registered in South Africa with the registration number and principal place of business specified in the agreement particulars.
  • "Charges": All charges and fees payable by the Customer to Aerocom Broadband Services for the Services.
  • "Customer Equipment": Modems, routers, or any networks not owned or controlled by Aerocom Broadband Services.
  • "Effective Date": Specified as 2024, notwithstanding the date of signature.
  • "ECA": The Electronic Communications Act 36 of 2005.
  • "End User": Persons or entities with whom the Customer concludes agreements for the resale or lease of Services.
  • "Facilities": Property owned or leased by Aerocom Broadband Services used to deliver Services, excluding Customer Equipment.
  • "Force Majeure Event": Circumstances beyond reasonable control, including war, natural disasters, or power utility failures.
  • "Intellectual Property": All copyright, design rights, trademarks, inventions, or proprietary rights as they exist anywhere in the world.
  • "MRC": Monthly Recurring Cost as set out in the Order Form.
  • "Services": Services provided by Aerocom Broadband Services as described in the Service Confirmation Schedule.
  • "Service Activation Date": The date set forth in the SCS or the date services actually commence, whichever is earlier.

2. COMMENCEMENT AND DURATION

2.1. This Agreement continues for an indefinite period unless terminated.

2.2. The term is for 24, 36, or 60 months as stipulated; thereafter, it may be cancelled in writing with one full calendar month's notice.

2.3. Aerocom Broadband Services retains ownership of all equipment until the contract expires unless purchased outright.

2.4. Damaged equipment will be billed to the client's account for settlement within 7 days.

3. APPOINTMENT

3.1. Aerocom Broadband Services appoints the Customer as its non-exclusive reseller within the Territory.

3.2. The Customer shall not participate in illegal, deceptive, or unethical practices detrimental to Aerocom Broadband Services.

4. AEROCOM BROADBAND SERVICES OBLIGATIONS

4.1. Aerocom Broadband Services will implement and support Services to foster a satisfactory business relationship.

4.2. An Account Manager will be designated to act as the primary interface for the Customer.

4.3. 2nd and 3rd line support will be provided as set out in the SLA.

5. OBLIGATIONS OF THE CUSTOMER

5.1. The Customer must provide prospective End Users with complete information consistent with provided Documentation.

5.2. The Customer is responsible for 1st and 2nd line support to the End User.

6. CUSTOMER ORDER PROCEDURE

6.1. Orders for new or changed Services are submitted via an Order Form.

6.2. Aerocom Broadband Services is authorized to conduct reasonable credit checks on the Customer.

7. CONNECTION AND SERVICE COMMENCEMENT

7.1. Services will be installed when and where available; no liability is accepted for unavailability.

7.2. Customers must notify Aerocom Broadband Services of any problems within 48 hours of the Activation Date.

8. ACCESS TO PREMISES

8.1. Reasonable access to Customer/End User Premises must be provided for installation and maintenance.

9. ACCEPTABLE USE

9.1. The Customer is responsible for ensuring End Users comply with the Acceptable Use Policy published at www.aerocom.co.za.

10. SUSPENSION OF SERVICES

10.1. Services may be suspended if invoices remain unpaid for more than seven days after written notice.

11. FEES AND CHARGES

11.1. Fees may be adjusted due to regulatory, economical, or government-imposed factors.

11.2. Rates escalate annually on the anniversary date of Service Commencement.

12. INVOICING

12.1. Fibre and other service invoices are payable within seven days.

12.2. A compulsory debit order system is used; failed payments incur a R105 bank fee.

12.3. Overdue amounts accrue interest at the prime rate plus 2%.

13. MAINTENANCE

13.1. Seven days' prior written notice will be provided for scheduled maintenance.

13.2. Maintenance is performed during non-peak hours (12:00 am to 6:00 am) where reasonably possible.

14. TERMINATION

14.1. Either Party may terminate for convenience with one calendar month's notice.

15. EARLY TERMINATION COSTS

15.1. Termination prior to Activation Date incurs actual implementation costs or the NRC plus three months of the MRC.

16. INTELLECTUAL PROPERTY

16.1. Aerocom Broadband Services retains all rights to work products, software, and systems used to provide Services.

17. DISPUTE RESOLUTION

17.1. Disputes are submitted to arbitration in Sandton administered by AFSA.

CONTACT INFORMATION

Head Office: 010 312 5151 Email: accounts@aerocom.co.za Address: 8 Eleventh Avenue, Northmead, Benoni, 1501, South Africa