Terms and Conditions

Terms and Conditions
PROVISION OF SERVICE
BASSPHONE hereby undertakes to install, provide and maintain the Service(s) as set out in the Application Form.
DEFINITIONS
2.1.“Agreement” means the agreement contained in these Standard Terms and Conditions together with the Application Form.
2.2.“Commission” means that the Service(s) have been installed and are available for use by the CLIENT.
2.3.“CLIENT or CLIENT” means the person or company applying for Services as set out in the attached Application Form.
2.4.”BASSPHONE” means BassPhone (Pty) Ltd, Registration No: 2016/181310/07.
2.5.“Effective Date” means the date of the Party signing this Agreement last in time.
2.6.“Initial Term” means the period specified under “contract duration” on the Application Form.
2.9.“Services” means the provision of BassPhone Wi-Fiber, Voice services and any other services officially provided by BASSPHONE in terms of this Agreement.
2.8.“SLA” means service level agreement as set out in clause 9 below.
2.9. CLIENT PROFILE means an account assigned to the CLIENT by BASSPHONE to interact with BASSPHONE services provided.
AGREEMENT DOCUMENTS
3.1 The following documents form part of this Agreement and shall be read in conjunction with these documents:
a Application Form
b Standard Terms and Conditions
3.2. In the event of any ambiguity between these documents, the following order of precedence shall apply:
a Standard Terms and Conditions
b The Application Form
TERM
4.1. This Agreement takes effect on the Effective Date.
CONDITIONS
WHEREAS the CLIENT requires a BASSPHONE Service(s) from BASSPHONE on a Month-to-Month basis; AND WHEREAS BASSPHONE is willing to provide the Service(s) subject to the conditions as set
out hereunder; NOW THEREFORE, the parties agree as follows:
2.7.“Outage”: means that the service is unavailable to all equipment on the CLIENT network as a result of a problem on BASSPHONE’s network or a cable break between BASSPHONE and the CLIENT.
2.10. PASSWORD means any secure means to access services of BASSPHONE; whether it is web portals, network equipment or any other device or software officially utilised by the CLIENT for
BASSPHONE services.
4.2. The Parties agree that the Service(s) specified on the Application Form will continue for the Initial Term calculated from the date of Commission and thereafter indefinitely until terminated by
either Party.
2.11. "AIRTIME" means call time purchased by the user of the service to make internal or external calls via the services of the provider
2.8.“Planned Maintenance”: Times where the CLIENT may experience an outage as a result of scheduled changes on BASSPHONE’s network. Maintenance windows are usually between 1am and
6am.
: AUTHORIZED SIGNATURE NAME AND CAPACITY OF SIGNATORY DATE
BassPhone VoIP Application Form
BassPhone (Pty) Ltd
Registration no. 2016/181310/07
Tel: (021) 286 6000
Email: admin@bassphone.co.za
20 Willow Avenue
Paarl
7646
Bank Details: FNB 62744363433
Branch Code 200110
5.2. The CLIENT hereby consents that, and authorizes BASSPHONE to:
5.3. BASSPHONE shall not at all be liable for any loss or damage arising from a delay in providing the Service(s).
INSTALLATION, RENTAL CHARGES AND AIRTIME
SERVICE CHANGES/CALL OUT FEES
TERMINATION OF SERVICE
SERVICE LEVEL AGREEMENT:
9.1. Business Hour and a 24/7 SLA service packages are available at an extra cost to CLIENTS (extra charges do apply and is not included in the standard fees already specified);
9.1.1. Business Hour SLA CLIENT’s earn an automatic rebate on their Monthly Rental charges for every minute that BASSPHONE services are unavailable during business hours (7am - 7pm);
9.1.2. 24/7 SLA CLIENT’s earn an automatic rebate on their Monthly Rental charges for every minute that BASSPHONE services are unavailable each month.
9.2. The SLA rebate is calculated as the total minutes of downtime each month expressed as a percentage of the total minutes in that month.
i.e. The rebate equals the number of minutes downtime, times the monthly rental charge, divided by the total minutes in the month.
9.3. The SLA rebate is automatically deducted from the next month’s billing.
8.3. BASSPHONE may terminate this agreement and suspend services should the CLIENT fail to pay in full the fees set out in the Application Form. Amounts outstanding after the due date will be
charged at the interest rate of prime + 5% per annum compounded daily.
8.4. Excluding planned maintenance, should the CLIENT experience an outage of more than 240 hours from when a fault is logged with BASSPHONE the CLIENT may terminate this Agreement
immediately and without penalty.
5.7 the CLIENT remains responsible for it`s/their CLIENT PROFILE and PASSWORD; and must ensure that PASSWORDS are kept safe and away from persons that could cause harm to the CLIENT or
BASSPHONE. BASSPHONE has built-in security measures on multiple levels that should suffice for international use. The CLIENT must act with caution, in order to prevent breaches in the CLIENTS
services and that of BASSPHONE. Should it be discovered and proven without a doubt that the CLIENT is the cause of access or information breach, the CLIENT will be liable for all costs incurred
by BASSPHONE in an ongoing basis and not as a post payment for damages.
5.1. The CLIENT understands and accepts that the provision of the Service(s) as set out in the Application Form, shall be subject to the provisions of the Electronic Communications Act, 36 of 2005
(the Act) and the licenses issued to BASSPHONE.
5.2.1. Contact, request and obtain information from any credit provider or registered credit bureau relevant to an assessment of the behavior, profile, payment patterns, indebtedness, whereabouts,
and creditworthiness of the CLIENT;
5.2.2. Furnish information concerning the behavior, profile, payment patterns, indebtedness, whereabouts, and creditworthiness of the CLIENT to any registered credit bureau or to any credit
provider seeking a trade reference regarding the CLIENT’s dealings with BASSPHONE.
6.2 Non of the above fees stipulated in point 6.1 are refundable. BASSPHONE will keep the existing services alive, unless stated otherwise by the CLIENT/cancelling CLIENT, until the airtime has been
fully consumed. During a cancellation period, no new services can be rendered. It is fair policy of BASSPHONE to allow the CLIENT/cancelling CLIENT access to resources that the CLIENT have paid for.
Once these resources have run out, BASSPHONE will close the CLIENT profile or monitor for 3 months of inactivity and then close the CLIENT profile, whichever comes first. Price changes may apply,
without the consent of the CLIENT, during this period.
5.4. BASSPHONE’s maximum liability in terms of a disruption of the Service(s) is documented under the SLA as set out in clause 9. BASSPHONE shall not be liable for any loss or damage resulting from
a disruption of the Service(s).
5.5. The Parties further agree that the risk of loss or damage to or destruction of BASSPHONE equipment installed on the CLIENT’s premises, where applicable, regarding the provision of the
Service(s) in terms of this Agreement, shall pass to the CLIENT from the date the equipment is installed.
5.6. BASSPHONE has the right to employ or assign a subcontractor to perform certain tasks on it`s behalf and that the provider will be considered an official provider of BASSPHONE. The CLIENT will
allow the provider to perform their duties to their best ability on or off premises of the CLIENT. BASSPHONE Management will introduce the official providers in person to the CLIENT and no other
providers are allowed to perform BASSPHONE services, unless permission is expressly given by BASSPHONE Management.
6.1. The CLIENT undertakes to pay BASSPHONE the prescribed Installation Fee, Monthly Rental And Airtime as set out in the Application Form attached hereto, monthly in advance from the date the
Service(s) is commissioned, which charges shall be subject to adjustments from time to time as determined by BASSPHONE.
7.1. If the CLIENT requires the service to be moved from one premises/device to another after the service has been commissioned, the move will be seen as a new order and the CLIENT will be
required to submit a new Application Form. The moving of the circuit or hardware will be seen as a new installation with applicable cost.
7.2. The CLIENT may request BASSPHONE to increase the bandwidth of the Service(s) at the ruling installation and rental charge at any time during the contract term as defined in clause 4. The
CLIENT, however, will not be permitted to decrease the bandwidth of the Service(s) after the service or upgrade has been commissioned.
7.3 Call-out fees are applicable where a second or another site survey is required or CLIENT equipment has to be assessed or replaced. Call-out fees will be specified on the Application Form and the
Rand value will increase along with the yearly price increase or an adhoc basis as decided by BASSPHONE.
8.1. The CLIENT shall accept full responsibility for all reasonable abortive costs and expenses incurred by BASSPHONE in terms of this Agreement and undertakes to pay the costs to BASSPHONE,
should the CLIENT cancel the order for the provision of the Service(s), as set out in the “Application Form”, after the Effective Date of this Agreement as set out in clause 4.2 or effect any changes
regarding the installation of the Service(s).
8.2. Should the CLIENT terminate this Agreement, in respect of any of the Service(s) listed in the Application Form attached hereto, prior to the expiry of the Agreement, the CLIENT shall be obliged
to pay on BASSPHONE’s demand the full outstanding rental payable for the remaining period of this Agreement, which amount shall be due and payable upon rendering of an statement by
BASSPHONE.
: AUTHORIZED SIGNATURE NAME AND CAPACITY OF SIGNATORY DATE
BassPhone VoIP Application Form
BassPhone (Pty) Ltd
Registration no. 2016/181310/07
Tel: (021) 286 6000
Email: admin@bassphone.co.za
20 Willow Avenue
Paarl
7646
Bank Details: FNB 62744363433
Branch Code 200110
TRAVEL
10.1 BASSPHONE is willing to travel to client destinations, whether it is by car, bus, train, aeroplane, rental taxi (where applies) and any other applicable means of transport.
10.2 BASSPHONE will negotiate upfront with the CLIENT whether BASSPHONE or the CLIENT will carry the costs of travel.
10.3 In the case that the CLIENT agrees to carry all travelling costs, all the bookings and payments must be done by the client beforehand.
CONFIDENTIALITY
FORCE MAJEURE
13. DOMICILIUM CITANDI ET EXECUTANDI
14. ASSIGNMENT
14.1. In the event that BASSPHONE or BASSPHONE’s assets are acquired by another company (“The acquiring company”) the CLIENT will remain bound to this Agreement and the Acquiring
Company will assume all of BASSPHONE’s responsibilities and obligations as set out in this contract.
15. NO WAIVER
16. APPLICABLE LAW
16.1 The terms and conditions of this Agreement and Annexes attached hereto, shall be determined in accordance with the laws of the Republic of South Africa.
17. VAT
17.1 Prices on business products Include VAT.
18. DAMAGED EQUIPMENT
18.1 Warranty faults or failures on equipment supplied by BassPhone, will be replaced at BassPhone’s expense. Equipment must be returned to BassPhone for evaluation.
19. NUMBER PORT
11.1. BASSPHONE and the CLIENT to the extent of their contractual and lawful right to do so will exchange proprietary or confidential information as reasonably necessary for each to perform its
obligations under this Agreement and for the CLIENT to avail itself of the service rendered by BASSPHONE under this Agreement. All information relating to this Agreement provided by either Party
to the other, whether oral or written, and when identified as confidential or proprietary in writing, is hereby deemed to be confidential and proprietary information (“Proprietary Information”).
11.2. A Party receiving Proprietary Information pursuant hereto (the “Receiving Party”) will not, without the prior written consent of the Party disclosing such information (the “Disclosing Party”)
disclose any portion of the Proprietary Information to any persons or entities other than the employees and consultant of the Receiving Party (and BASSPHONE’s subcontractors) who reasonably
need to have access to the Proprietary Information in connection with the purposes of this Agreement and who have agreed to protect Proprietary Information as though they were a Party to this
Agreement.
12.1. If either Party is prevented or restricted directly or indirectly from carrying out all or any of its obligations under this Agreement from any cause beyond the reasonable control of that Party,
including without limitations, acts of God, civil commotion, riots, insurrection, lock-outs, acts of government, fire, theft, explosion, the elements, epidemics, governmental embargoes or like causes,
the Party so affected shall be relieved of its obligations hereunder during the period of such events and its consequences, but only to the extent so prevented and shall not be liable for any delay or
failure in the performance of any obligations hereunder or loss or damage either general, special or consequential which the other Party may suffer due to or resulting from such delay or failure
provided always that written notice shall within twenty four (24) hours of the occurrence constituting such an event (force majeure) be given of any such inability to perform by the affected Party
and provided further that the obligation to give such notice shall be suspended to the extent necessitated by such force majeure.
12.2. The Parties hereby agree that should force majeure last more than fourteen (14) days, the Party who has not invoked force majeure to excuse any nonperformance of its obligations may
terminate this Agreement by giving ten (10) days written notice to the other.
13.1 The Parties hereby accept their addresses as more fully set out on the Application Form as their domicilium citandi et executandi addresses for all matters in connection with this Agreement and
for the service of any legal processes. Either of the Parties may change its address provided that the Party doing so gives fourteen (14) days written notice to the other prior to such change.
10.4 BASSPHONE will refund deposits for the sake of the rentals, but only what has been refunded by the rental company booked at. BASSPHONE cannot bear the losses of rentals and the respective
deposists.
19.1 BassPhone can port certain landline numbers onto it`s computer network for client use. Numbers that are ported, remain the property of the client and is only managed by
BassPhone on it`s servers to make outgoing and receive incoming calls. During the porting process, it remains the responsibility of the client to contact and follow-up with the
provider where the number is being ported from.
19.2 Certain landline numbers can be ported away from BassPhone onto another provider, provided that all outstanding costs and fees have been settled with BassPhone before release.
18.2 Costs for faults or breakages other than the aforementioned will be for the CLIENT’s account.
13.2. With the exception of 13.1, neither party may sell, assign, cede or transfer this Agreement or any rights in terms of this Agreement or any portion thereof, without the prior written consent of
the other Party, which consent shall not be unreasonably withheld.
15.1 Failure by either Party to exercise any rights under this Agreement in one or more instances will not constitute a waiver of such rights in any other instance. Waiver by such Party of any default
under this Agreement will not be deemed a waiver of any other default. No alteration or modification of any provision of this Agreement will be deemed a waiver of any other default.
: AUTHORIZED SIGNATURE NAME AND CAPACITY OF SIGNATORY DATE
BassPhone VoIP Application Form
BassPhone (Pty) Ltd
Registration no. 2016/181310/07
Tel: (021) 286 6000
Email: admin@bassphone.co.za
20 Willow Avenue
Paarl
7646
Bank Details: FNB 62744363433
Branch Code 200110
20.1 This Agreement constitutes the entire Agreement between the Parties and supersedes any prior written or oral agreement or understanding with respect to the subject matter hereof. No
interpretation, amendment, or change to this Agreement will be effective unless made in writing and signed by both Parties.