TERM / CONDITION AGREEMENT
(INTERNET)
1. APPLICATION
The document details the general terms and conditions for the
provision of the INTERNET services. Upon signing a Term /
Condition Agreement, customer to be admitted as a Client to
the Services, the Client agrees to accept and be bound by
these terms and conditions, which constitute an integral part
of the Agreement between TULIP and the CUSTOMER.
2. PROVISION OF SERVICE
The provision of the services is subject to these terms and
conditions and the TULIP tariff, which may be revised by TULIP
from time to time with prior notice to the CUSTOMER. Where
TULIP has accepted the application from CUSTOMER, TULIP
shall endeavor to provide the Services requested by
CUSTOMER within a reasonable time or a time agreed with the
CUSTOMER.
The CUSTOMER shall provide TULIP with a complete network
diagram of the set-up along with the details of connectivity at
his/its premises. After which a technical feasibility study for
the network would be undertaken by TULIP. Based on this the
services would be provisioned to the CUSTOMER.
3. CHARGES and PAYMENTS
In consideration of the provision of the Service the CUSTOMER
shall pay charges to TULIP at the rates and conditions as
mutually agreed. TULIP reserves the right to withhold
providing the service until full payment of the charges is
received.
4. SERVICE TERM
The term of the service is initially for one year from the date
of commencement of service. The Service Commencement
Date is date set forth in any notice of connection delivered by
TULIP to CUSTOMER.
5. TERMINATION OF SERVICE
a. This agreement may be terminated by either party upon
serving one month notice in writing to the other party. In case
the CUSTOMER terminates the services prior to completion of
the service term then, in addition to all accrued charges up till
the actual termination date, the CUSTOMER also has to pay
TULIP a penalty charge equal to 25% of the total service
charge
payable for the remaining term.
b. TULIP may (without prejudice to any other right or remedy)
without notice summarily terminate this Contract if TULIP does
not receive charges on the due date.
6. TULIP RESPONSIBILITY
TULIP shall use its reasonable efforts to provide continuous
Services to Client, and shall take up necessary initiative to
recover the service in case of any unforeseeable fault within
TULIP’s domain. For any fault or service outage of third party
managed or owned circuits or equipment involved, TULIP shall
be responsible only for the reporting, monitoring and follow up
of the fault and its recovery. TULIP shall not be held
responsible for any service interruption resulting directly or
indirectly from outages incurred on the part of any circuit that
is beyond TULIP’s reasonable control.
7. CUSTOMER RESPONSIBILITY
a. The CUSTOMER shall undertake to fully comply with the
provisions of the Indian Telegraph Act, 1885 and the India
Telegraph Rules made there under and any amendments or
replacements made thereto from time to time.
b. The customer is informed that he cannot use any
encryption beyond 40 bit key length in the symmetric key
algorithms or its equivalent in other algorithms on the
connectivity provided by Tulip on its network. In case the
Communications and Information Technology, Govt of India.
( This refers to para 2.2 (vii) of the ISP licence conditions).
DOT on receiving the keys will give permission to use the said
encryption equipment. It is only after receiving this permission
will the customer use the equipment of higher encryption on
Tulip network. Use of Higher encryption equipment without
DOT permission is illegal and not permitted on Tulip network.
a) Any Wi-fi connectivity deployed by subscriber has to be
bring into the notice of TULIP and CUSTOMER should
maintained the log for a one year. The Customer should
maintained centralize authentication for internet services
including Wi-Fi usage.
b) The CUSTOMER shall immediately inform TULIP of any
damage/loss/theft of any CPE or the equipment belonging to
TULIP and the extent of the damage at the Customer’s
premise and CUSTOMER will be liable for all charges payable
towards the repair(in case of damage)/replacement(in case of
loss/theft) of the same.
c) The customer is duly responsible for the legitimate use of
allocated ISP addresses(s).
d) The Service must not be used for any purpose that:
i) does not comply with the terms of any legislation or any
license applicable to the CUSTOMER or TULIP, or is in any way
unlawful; or
ii) is against the public interest, public order or national
harmony, offends decency; or
iii) uses the connectivity for carrying PSTN connected
telephony traffic of any kind.
iv) uses the Internet Bandwidth for carrying PSTN connected
telephony traffic.
8. USE OF VOICE & VIDEO APPLICATIONS
Voice and video applications would be allowed as per the
directives of Government of India/TRAI from time to time. The
CUSTOMER alone may be liable for legal action by the
IN WITNESS WHEREOF the parties hereto have executed these presents the day and year first above written.
For and on behalf of CUSTOMER
_________________________
Authorized CUSTOMER Representative Signature (with stamp)
Dr Suresh G Ghaisas
Typed or Printed Name
Medical Director
Title
04-Dec-2009
Date
appropriate regulatory authorities in case of any violation
related to the same.
9. RFS DATE
Ready-for-Service (“RFS”) date is the date on which the
Services are first made available by TULIP to the CUSTOMER.
10. BILLING DATE
The CUSTOMER shall be intimated of the Billing
Commencement Date, which shall be acknowledged and
confirmed by the CUSTOMER in writing.
11. CUSTOMER SIGN-OFF
For Tulip Connect Service, CUSTOMER sign-off acceptance of
the links are required immediately after intimation from TULIP.
However TULIP reserves the right to stop offering the services
until it receives the CUSTOMER signoff.
12. CHARGES
The charges payable by CUSTOMER are based in accordance
with Tulip Connect tariff for the services as agreed to in the
order form. For any change of tariffs of third party services,
(for example, the local circuit rental from any government
authority or any hike or any increase in rates of such third
parties), TULIP shall inform the CUSTOMER and invoice these
charges
according to the effective date of these changes. Remarks
shall be made on the invoice received by CUSTOMER.
13. INVOICE AND PAYMENT
TULIP shall raise invoices on a Monthly/Quarterly/Half
yearly/Annually basis in accordance with the specific Service
subscribed by the CUSTOMER. Invoices shall be due and
payable for full payment within the due date as specified in
the invoices issued to the CUSTOMER from time to time. If the
payment is not made on or before the due date m.entioned on
the invoice, TULIP shall charge an additional interest on the
amount outstanding @2%pm. Invoice settled by cheque shall
be deemed to be unpaid until the cheque has been realized
and CUSTOMER shall be liable to TULIP for any bank fees
incurred by TULIP in relation to a dishonored cheque.
14. DISPUTES WITH REGARDS TO INCORRECT
INVOICING
Customer can dispute on any incorrect invoiced amounts by
written notice within 30 days from the date of receipt of
invoice by CUSTOMER. All invoiced charges shall be deemed
correct and accepted by CUSTOMER if no written dispute is
made. The decision of TULIP based on network statistics of
TULIP, its carriers and network providers shall be final and
binding upon
CUSTOMER.
15. FORCE MAJEURE
If at any time, during the continuance of this Agreement, the
performance in whole or in part, by either party, of any
obligation under this is prevented or delayed, by reason
beyond the control of the parties including war, hostility, acts
of the public enemy, sabotage, Act of State or direction from
Statutory Authority, explosion, epidemic, quarantine
restriction, strikes and lockouts (as are not limited to the
establishments and facilities of the parties), fire, floods,
earthquakes, natural calamities or any act of GOD (hereinafter
referred to as EVENT), provided notice of happenings of any
such EVENT is given by the affected party to the other, within
twenty one (21) days from the date of occurrence thereof,
neither party shall have any such claims for damages against
the other, in respect of such non-performance or delay in
performance. Provided service under this Agreement shall be
resumed as soon as practicable, after such EVENT comes to
an end or ceases to exist and the affected party will be
excused from performance during the existence of the Force
Majeure. When a Force Majeure occurs, the affected party
after will attempt to mitigate the effect of the Force Majeure
as much as possible. If such delaying cause shall continue for
more than sixty (60) days from the date of the notice stated
above, the party injured by the inability of the other to
perform shall have the right, upon written notice of thirty (30)
days to the other party, to terminate this Agreement. Neither
party shall be liable for any breach, claim, damages against
the other, in respect of non-performance or delay in
performance; a result of Force Majeure leading to such
termination.
16. INTELLECTUAL PROPERTY RIGHTS
Customer recognizes that any software, hardware,
documentation and all the other forms of intellectual rights
relating to the Tulip Connect Services, including, but not
exclusively, copyright, brands, patents and industrial secrets
are and shall remain TULIP’s exclusive property except for the
hardware which has been sold to the CUSTOMER and for which
no payment be
pending.
17. UNAVAILABILITY OF THE SERVICE
It is technically impracticable to provide a fault free Service
and TULIP does not undertake to do so. Services would said to
be unavailable if the exclusion of the Agreement is not met. In
case of unavailability of the service TULIP shall provide
CUSTOMER with Service Credit as defined in Service Level
Agreement (SLA).
18. INDEMNIFICATION
Each party shall indemnify the other from any claims by third
parties and expenses (including legal fees and court costs)
respecting damage to tangible property, infringement of
For and on behalf of TULIP
______________________________
______________________________
Typed or Printed Name
______________________________
Title
______________________________
Date
copyright, personal injury or death caused by such party’s
negligence or wilful misconduct. CUSTOMER further
indemnifies TULIP against any actions, proceedings, damages,
costs, claims, demands or expenses arising out of breach of
clause 7(a), 7(d), 8 of this agreement in particular.
19. ASSIGNMENT CLAUSE
Neither this Agreement nor any interest herein may be
assigned, in whole or in part, by Client without the prior
written consent of the TULIP. However, TULIP shall have the
right to assign the whole or part of this Agreement without the
consent of Client. (Assignment by TULIP shall not affect the
terms and conditions of this agreement)
20. LIMITATION
TULIP’s sole liability for damages arising out of the furnishing
or the failure to furnish Services or Products (including but not
limited to mistakes, omissions, and interruptions, failure to
transmit or establish connections, delays, errors or other
defects) is limited to the credit allowances as specified in the
SLA.
21. CONFIDENTIAL INFORMATION
a) As information transmitted through the internet in general
is not confidential, TULIP cannot and shall not guarantee the
privacy or protection of CUSTOMER. The CUSTOMER shall
indemnify TULIP against all actions, proceedings, damages,
costs, claims, demands or expenses which may be sustained
or suffered by TULIP arising out of or in connection with any
unauthorized usage of the Service. This obligation of
confidentiality shall survive the termination of this agreement.
b) Any confidential information disclosed by a party shall be
kept by the receiving party in strict confidence and shall not
be disclosed to any third party (except as authorized by the
Service Agreement) without the disclosing party’s prior written
consent. Each party will treat all confidential information of
the other in the same manner as it treats its own, but in no
case will the degree of care be less than reasonable care.
22. ACCESS TO CUSTOMER PREMISES
CUSTOMER shall allow or obtain the required permission to
enable TULIP employees or authorized personnel, appointed
distributors, agents or subcontractors to enter at all times into
the premises where the Services are provided for periodical
inspection, installing, maintaining, replacing and removing
equipment hardware and/or software prior to, during and after
the provision of the services, as well as to inspect the network
and/or to the CPE or any other equipment used in or in
connection with the Services. Also to check any possible
misuse of Services or Internet connectivity by the CUSTOMER.
The CUSTOMER shall render all assistance in this regard and
shall provide safe access and conditions for TULIP’s employees
or appointed personnel whilst in the premises.
23. NOTICES
Either party may deliver notices to the other by personal
delivery or by postal delivery at their respective
registered/administrative offices in writing. Notices shall be
deemed delivered on the date of actual receipt.
24. ENTIRE UNDERSTANDING
This service Agreement constitutes the entire understanding
of the parties related to the subject matter hereof. All prior
written or oral agreements, understandings, communications
or practices between CUSTOMER and TULIP are hereby
superseded insofar as they relate to the Services or Products
hereunder.
The service agreement may be amended only in writing when
it is signed by TULIP and CUSTOMER.
25. MISCELLANEOUS
a) The terms of this Agreement shall not be construed to
constitute a partnership, joint venture or employer/employee
relationship between the parties. This Agreement along with
any other relevant document constitutes the whole of the
agreement and understanding between the parties about the
subject matter.
b) In the event of any provision of this Agreement being held
or becoming invalid, unenforceable or illegal for any reason,
this Agreement shall remain otherwise in full force apart from
the said provision which will be deemed deleted. The parties
shall however attempt to replace the deleted provision with a
legally valid provision that reflects the same purpose of the
deleted provision to the greatest extent possible.
c)Headings used in this Agreement are for the convenience
and ease of reference only, and shall not be relevant to or
affect the meaning or interpretation of this Agreement.
d) No forbearance, relaxation or inaction by any party at any
time to require the performance of any provision of this
Agreement shall in any way affect, diminish, or prejudice the
right of such party to require the performance of that or any
other provision of this Agreement or be considered to be a
waiver of any right, unless specifically agreed in writing.
e) Each Party shall obtain and arrange for the maintenance in
full force and effect of all government approvals, consents,
licenses, authorizations, declarations, filings, and registrations
as may be necessary and advisable for the performance of all
of the terms and conditions of this Agreement.
26. APPLICABLE LAW
The Service Agreement shall be governed by and construed in
accordance with Indian Law. Subject to arbitration provision
stated hereinafter the Courts at Delhi shall have the
jurisdiction.
27. ARBITRATION
Authorized TULIP Representative Signature (With stamp)
Any disputes which may arise out of this contract, and which
cannot be settled in discussions or negotiations between the
Parties, shall be referred to the CMD of TULIP who shall try to
settle it fairly and expeditiously. In case no settlement is
reached he shall refer it to a sole arbitrator appointed and
selected by him. Arbitration shall be conducted in accordance
with the provisions of the Arbitration and Conciliation Act,
1996 or any other subsequent modifications or enactments
thereof. The venue for Arbitration proceedings shall be Delhi.
The Arbitration shall be conducted in English Language and
the award shall be binding upon all Parties.