loader image

TERMS & CONDITIONS

1. Definition and Interpretation

1.1 In these General Terms and Conditions of Service, the following words and expressions shall have the following meanings:
“Account” means any account of a Customer with the Service Provider with respect to the provision of any Service;

“Bill” means any bill, invoice or statement issued or rendered by the Service Provider of any charge, fee or other sum stated therein as due or payable to the Service Provider and/or of the sum or sums or balance due or payable to or from the Service Provider in respect of any Service or on any Account;

“Billing and Payment Terms” means the terms and conditions by or subject to which the Fees and Charges become due and payable or governing matters related to Bills, as determined by the Service Provider from time to time, including the Billing Terms and Conditions available on Sinatra’s website;

“Customer Agreement” means an agreement between the Service Provider and the Customer relating to any Service or Sinatra Equipment, including these General Terms, Sinatra’s Data Protection Policy and the Specific Terms, if any, relating thereto;

“Customer Information” means, in relation to a Customer, all information which the Service Provider obtains as a result of such Customer’s use of a Service provided by the Service Provider or in connection with the contract or agreement between that Customer and the Service Provider, including any information (including opinions) which identifies or which relates to an individual, whether true or not, and any information of a Customer collected, used or disclosed as described in Sinatra’s Data Protection Policy;

“Customer Request” means any request, order or instruction of the Customer to the Service Provider (whether with respect to any Service or otherwise);

“Customer” means any person who applies or subscribes for or utilises any Service;

“eBill” means the Electronic Bill Presentation and Payment service operated by Sinatra;

“Fees and Charges” means fees, charges and/or rental in connection with provision of any Service;

“General Terms” means these General Terms and Conditions;

“person” includes any association, partnership, firm or corporation;

“Pre-Paid Fees” means monies paid into an Account and credited to a Customer, from which Fees and Charges are deducted at the time of accrual without the issue of any Bill relating to those Fees and Charges;

“Service Number” means any number or alphanumeric symbols or characters assigned by any Sinatra Group Corporation or selected by the Customer for the purpose of:
a. the provision to or utilisation by the Customer of any Service and/or Sinatra Equipment; and/or
b. identifying the Customer (whether to any telecommunications system or facility operated by any Sinatra Group Corporation and/or to any other system or facility operated by any other person) for the purpose of or in relation to any Service,
including telephone number, mailbox number, e-mail number or address, network user identity, password and circuit reference number;

“Service Provider” in relation to any Service or Sinatra Equipment means the Sinatra Group Corporation which contracts or agrees with the Customer to provide or make available that Service or Sinatra Equipment;

“Service” means any service (including the supply, rental or installation of any equipment and any service comprised in any Customer Request) offered or provided by Sinatra from time to time;

“Sinatra Equipment” means any equipment or thing owned, operated, installed and/or hired out by Sinatra

“Sinatra Group Corporation” means any corporation within the Sinatra Group;

“Sinatra Group” means the corporations comprising Sinatra and all its related corporations;

“Sinatra Intellectual Property” means all patent, copyright, trademark and other intellectual property subsisting in any Service operated by any Sinatra Group Corporation or any Sinatra Equipment;

“Spam Control Act” means the Spam Control Act 2007 (Act 21 of 2007) including all amendments and revisions thereto from time to time in force;

“Specific Terms” means the terms and conditions prescribed or imposed by a Service Provider with respect to the provision of any particular Service, including the specific terms and conditions agreed between the Customer and the Service Provider in connection with any application or subscription by that Customer for that Service;

“Taxes” means all taxes (including goods and services taxes), duties, levies, and other similar charges (and any related interest and penalties) however designated, imposed under any Law or the law of any jurisdiction outside UAE with respect to the provision of any Services or on any Fees and Charges or payment due or payable to any Sinatra Group Corporation from the Customer;

1.2 The headings or titles to the Clauses in the General Terms are to facilitate reference and shall not be referred to or relied upon in the construction of any provision of the General Terms.

1.3 Where the context so admits, the singular shall include the plural and words in the masculine gender shall include the feminine gender and/or neuter gender and vice-versa.

1.4 Any reference in the General Terms to any condition shall be construed as a reference to the condition in the General Terms unless otherwise expressly stated.

2. Application of General Terms

2.1 The General Terms shall apply to each and all the Services (whenever applied for or provided to the Customer) in addition to any Specific Terms except to the extent, if any, expressly excluded in the Specific Terms Provided Nevertheless:

2.1.1 that in the event of any conflict or inconsistency between any provision of the Specific Terms and any provision of the General Terms, such conflict or inconsistency shall, in the absence of any express agreement to the contrary, be resolved in a manner most favourable to the Service Provider and to the exercise of the Service Provider’s rights and options with respect to any matter or issue to which the inconsistency or conflict relates subject always to such restrictions, limitations and prohibitions in the Telco Code and Media Code as are applicable;

2.1.2 that only to the extent that such conflict or inconsistency cannot be so resolved, the provision of the Specific Terms shall prevail over the provision of the General Terms; and

2.1.3 that all rights conferred on the Service Provider under the General Terms with respect to any matter or event shall be additional to the rights conferred on the Service Provider under the Specific Terms or any other agreement with the Customer with respect to that matter or event.

3. Fees and Charges, Deposit, Billing and Payment Terms, Interest and Taxes

3.1 The Service Provider may subject to compliance with the applicable provisions of the laws determine and impose Fees and Charges, the Billing and Payment Terms and the Prescribed Rate and may, by providing 7 days’ notice to the Customer, vary or revise any or all of them from time to time and such variation or revision shall take effect as from the date determined by the Service Provider.

3.2 The Customer shall only be charged Fees and Charges in respect of the Services that it has applied or subscribed for or has utilized.

3.3 The Customer shall promptly pay the Service Provider all the Fees and Charges and any other sums due or payable to the Service Provider with respect to any of the Services (including each and all sums and the total amount stated in any Bill to be due or payable to the Service Provider on any Account):

3.3.1 in accordance with the Billing and Payment Terms and without any set off, counterclaim, deduction or withholding whatsoever; and

3.3.2 in any case, immediately upon the demand of the Service Provider Provided that the Service Provider may, at its discretion, make demands at any time, for any reason and in any circumstances including, but not limited to, the following:
i. where the Service is terminated either by the Service Provider or the Customer, or where the Service has, in the sole opinion of the Service Provider, been abandoned by the Customer; or where the usage of the Service by the Customer as indicated by the charges incurred is significantly greater than the Customer’s average use thereof.

3.4 The Customer shall, whenever requested by the Service Provider, deposit with the Service Provider such sums or such further or additional sums as may be requested by the Service Provider from time to time in respect of any Service or Sinatra Equipment. The Customer shall not require the Service Provider to apply any sum deposited with the Service Provider in payment of any Fees or Charges. A deposit does not relieve the Customer from his obligations to pay amounts to the Service Provider as they become due and payable, nor does it constitute a waiver of the Service Provider’s right to suspend, disconnect, or terminate the Service due to non-payment of any sums due or payable. The Service Provider:

3.4.1 shall be entitled to retain all sums deposited by the Customer with the Service Provider for so long as any Service (notwithstanding that it has been suspended) or any Sinatra Equipment continues to be provided or made available or retained by the Customer;

3.4.2 may, at any time, utilise any or all the sums deposited with the Service Provider to settle any amount due, payable or owed to the Service Provider by the Customer; and

3.4.3 may, at its election and without any request or authorisation from the Customer, pay any or all such sums to any other Sinatra Group Corporation for the account of the Customer to settle any sum due, payable or owed by the Customer to that other Sinatra Group Corporation.

3.5 The Service Provider shall be entitled to charge the Customer interest on any amount due or payable to the Service Provider from the Customer at the Prescribed Rate calculated and compounded in such manner as may be determined by the Service Provider from time to time and to debit any Account with respect to such interest.

3.6 The Service Provider may, at its discretion, at any time without the consent of and any notice to the Customer transfer any debit or credit balance on any Account to any other Account (or to such account between the Customer and any other Sinatra Group Corporation) and for such purpose to make such debit or credit entries as may be appropriate to each such Account.

3.7 The Customer shall bear and pay all Taxes. If the Customer is required under the Law or the law of any jurisdiction outside UAEto deduct or withhold any sum as Taxes imposed on or in respect of any amount due or payable to the Service Provider, the Customer shall make such deduction or withholding as required and the amount payable to the Service Provider shall be increased by any such amount necessary to ensure that the Service Provider receives a net amount equal to the amount which the Service Provider would have received in the absence of any such deduction or withholding.

4. Bills/Pre-Paid Fees and Charges

4.1 All Bills may be dispatched by the Service Provider to the Customer:

4.1.1 by delivery or post to the address of the Customer appearing in any record of the Customer maintained by the Service Provider or from which any communication by the Customer to the Service Provider was dispatched or issued or otherwise last known to the Service Provider; or

4.1.2 where the Customer has signed up for eBill, by making available such Bill through eBill.

4.2 Any such Bill so dispatched to the Customer shall be deemed to have been received by the Customer:

4.2.1 in the case of dispatch by delivery to the address of the Customer, on the date and at the time it was so delivered or left at that address;

4.2.2 in the case of dispatch by post:
i. to any address in Singapore, on the next day after it was posted by the Service Provider; or
ii. to any address outside Singapore, on the seventh (7th) day after it was posted by the Service Provider; and
4.2.3 in the case of dispatch by making available such Bill through eBill, on the date and at the time when notice of the same is deemed to have been received by the Customer in accordance with Clause 18.

4.3 The Customer shall, no later than 7 days after the date that such Bill is deemed to have been received pursuant to Clause, by the Customer, promptly check and verify the accuracy of each Bill, and shall notify the Service Provider in writing of any error, inaccuracy or discrepancy with respect to any amount, item, entry or matter stated therein. The Customer shall promptly provide the Service Provider with all information and assistance reasonably requested by the Service Provider to investigate and verify any such assertion of the Customer. Each Bill may be relied upon by the Service Provider as constituting conclusive evidence as against the Customer of the truth and accuracy of each of the amounts, items, entries and matters stated therein Provided that the Bill shall not be conclusive with respect to any such amount, item, entry or matter which the Customer asserts in any notice given by the Customer to the Service Provider pursuant to Clause 4.4 or Clause 4.5 within the period prescribed therein.

4.4 The Customer shall pay the Service Provider the total amount shown or stated as due or payable to the Service Provider on that Bill within the period prescribed therein or, in the absence of any such period being prescribed, within 14 days after the date that such Bill is received, or deemed to have been received pursuant to Clause, by the Customer (“Due Date”). In the event that the Customer disputes any amount stated in any Bill and intends to withhold payment of the amount, the Customer must give the Service Provider a written notice of such dispute before the Due Date and must state in such notice the grounds and reasons for such dispute and the Service Provider will conduct a complete and objective review of such dispute and shall provide a written response to the Customer within 30 days of its receipt of such written notice. The Customer shall pay the interest at the Prescribed Rate on the amount determined (either by agreement between the Customer and the Service Provider or by any court of competent jurisdiction) to be due or payable to the Service Provider which the Customer has withheld payment of by virtue of such dispute calculated and compounded in such manner determined by the Service Provider from time to time as from the date when the amount should have become payable but for such dispute to the date of payment thereof.
4.5 A Customer who:

4.5.1 pays a Bill, and subsequently chooses to dispute any amount, item, entry or matter (excluding any amount, item, entry or matter relating to any amount debited to the Customer’s Account in accordance with Clause) stated therein; or

4.5.2 has an amount (excluding any amount debited to the Customer’s Account in accordance with Clause) deducted from Pre-Paid Fees, and subsequently chooses to dispute such deduction,

must give the Service Provider a written notice of such dispute not later than one year from the date of such Bill, or deduction of Pre-Paid Fees, as applicable, providing all necessary details of and reasons for the dispute and supported by documentary evidence. If the Customer serves any such written notice on the Service Provider within the one year period, then the Service Provider will conduct a complete and objective review of such disputed amount, item, entry, matter or deduction and will provide a written response to the Customer within 30 days of its receipt of such written notice. Notwithstanding any provision in these General Terms to the contrary, the Service Provider’s liability to the Customer in respect of a disputed deduction from Pre-Paid Fees shall not in aggregate exceed the amount of the Pre-Paid Fees.

4.6 Any overpayment by the Customer with respect to any amount, item, entry or matter stated in the Bill shall be credited by the Service Provider (without interest) to the relevant Account after the Service Provider has completed its investigations and is satisfied as to the error or inaccuracy of that amount, item, entry or matter.

4.7 The Customer acknowledges and agrees that the Customer may, during the course of or in relation to the Customer’s use of a Service, be provided with the opportunity to obtain services from one or more third party service or content providers (“Third Party Providers”). The Customer acknowledges and agrees that such Third Party Providers are independent of and not within the control of the Service Provider and the Service Provider shall not be liable in any way to the Customer whether in contract, tort (including negligence or breach of statutory duty) or otherwise for any matter in relation to any services provided (including the non-provision of services) by any Third Party Provider.

4.8 The Service Provider shall be entitled to debit any Account for any sum which the Customer (or any person using any Service subscribed by or provided to the Customer) had through the use of such Service:

4.8.1 agreed to donate or contribute to any charity, association, institution or person or is obliged to pay to any other person and which the Service Provider or any Sinatra Group Corporation is authorised by such person to collect on its behalf, and to pay the sum so debited to such charity, association, institution or person, as the case may be; and/or

4.8.2 agreed to pay to any Third Party Provider, including any fees or charges on a recurring basis, and which the Service Provider or any Sinatra Group Corporation is authorised by Third Party Provider to collect on its behalf, and to pay the sum so debited to such Third Party Provider.

4.9 The Customer agrees that any dispute relating to any sum debited by the Service Provider pursuant to Clause shall be resolved between the Customer and such charity, association, institution, person or Third Party Provider in accordance with any applicable terms and conditions, save that the Service Provider may, in its sole discretion, provide such assistance to the Customer as the Service Provider may deem appropriate.

4.10 The Service Provider may render a Bill in respect of Services monthly or at such other intervals or time after the Services have been rendered as the Service Provider may consider to be appropriate or convenient and subject to any directions issued by the IDA or the MDA and as notified to the Customer, which Bill shall be clear and accurate.

5. Customer Request

5.1 The Service Provider shall not be obliged to provide, carry out or implement any Customer Request in the absence of any express agreement or confirmation by the Service Provider to do so and the Service Provider’s acknowledgement of the Service Provider’s receipt of any Customer Request shall not constitute an agreement or confirmation by the Service Provider to provide, carry out or implement the same.
5.2 Any Customer Request which the Service Provider has agreed or confirmed it would provide, carry out or implement shall be provided, carried out and implemented by the Service Provider subject to the General Terms and Specific Terms relating thereto and such other terms as the Service Provider may stipulate, if any, and within such time or period as the Service Provider may determine having regard to the circumstances and the resources available, notwithstanding any time or period that may have been stipulated therefor by the Customer.
5.3 Subject always to the applicable restrictions, limitations and prohibitions in the Telco Code and the Media Code, the Service Provider may, at its discretion, impose and charge fees and charges at such rate or in such amount and calculated in such manner as the Service Provider may determine in respect of any cancellation or revocation of any Customer Request and any Customer Request which is expressed or intended to supersede any earlier Customer Request shall constitute a cancellation of the earlier Customer Request.

5.4 If the Customer requests any deferment of the implementation of any Customer Request which the Service Provider had agreed or confirmed that it would provide, carry out or implement, the Service Provider may, at its discretion, impose a charge for such deferment at such rate or in such amount and calculated in such manner as the Service Provider may determine at that time.

8. Suspension and Termination

8.1 The Service Provider may suspend (indefinitely or for such period as the Service Provider may consider appropriate) or terminate any Service (including where the Service Provider is discontinuing or discontinues such Service) at any time by giving not less than three (3) days’ written notice thereof to the Customer and stating its reason(s) for the suspension or termination of the Services and, in circumstances which the Service Provider deems appropriate, the means by which the Customer can avoid such suspension or termination Provided that nothing herein shall prejudice or affect any right of the Service Provider to suspend or terminate any Service conferred by the Specific Terms.

8.2 The Service Provider may, where a Customer is, in the opinion of the Service Provider, a repeat infringer (as such term is used in the NSP Regulations), suspend (indefinitely or for such a period as the Service Provider may consider appropriate) or, in circumstances which the Service Provider in its opinion deems to be appropriate , terminate (including terminate after suspending) any or all Services at any time by giving not less than three (3) days’ written notice thereof to to the Customer.

8.3 Customer may terminate the Service by giving the Service Provider written notice thereof before such period preceding such termination as may be prescribed by the Service Provider for this purpose.

8.4 The Service Provider may suspend (indefinitely or for such period as the Service Provider may consider appropriate) or terminate (including terminate after suspending) any or all Services at any time after the occurrence of any of the following events, without giving any prior written notice thereof to the Customer:

8.4.1 any failure, interruption, disruption or congestion of or in any telecommunications network, system or services (whether of the Service Provider or any other person);

8.4.2 if, in the opinion of the Service Provider:
i. the Customer, Customer Group Corporation or any other person has used, attempted to use or is likely to use any Service or Sinatra Equipment subscribed by the Customer (whether with or without the authorization and/or permission of the Customer) in contravention of any Law (subject to any requirements of the Code) or any Customer Agreement or in any manner or in connection with or for the purposes of any activities which would or may cause any irritation, annoyance, embarrassment, harassment, disturbance or nuisance of any kind whatsoever to or otherwise be prejudicial to the interests of any person (including any Sinatra Group Corporation) or which would disrupt the provision or operation of any telecommunications service or broadcasting service by the Service Provider or other licensees of IDA or of MDA; or
ii. the Customer has breached any material obligation in any agreement with the Service Provider or any Sinatra Group Corporation;
8.4.3 any gift or consideration of any kind was offered or given to any officer, employee, agent or contractor of the Service Provider or any Sinatra Group Corporation as an inducement or reward in connection with the provision of any Service or Sinatra Equipment;

8.4.4 any resolution is passed by the shareholders of the Customer or any proceeding is commenced before any court of competent jurisdiction for the bankruptcy, judicial management, winding-up, liquidation of the Customer or the appointment of any receiver over any of the assets of the Customer or the Customer suspends payment of its debts or makes any proposal or offer of arrangement or composition to all or any class of its creditors with respect to its debts;

8.4.5 any action is taken by any creditor of the Customer to recover, realize or enforce any security over any assets of the Customer or to enforce any judgment against the Customer;

8.4.6 the Customer causes or is likely to cause any failure, interruption, disruption or congestion of or in any telecommunications network, system or services (whether of the Service Provider or any other person);

8.4.7 the opinion of the Service Provider, the Customer has perpetrated a fraud on the Service Provider or any Sinatra Group Corporation or has conducted itself in a manner which may result in perpetrating (or which, in the opinion of the Service Provider, constitutes and attempt to perpetrate) a fraud on the Service Provider or any Sinatra Group Corporation;

8.4.8 the death or mental incapacity of the Customer; or

8.4.9 if in the opinion of any relevant regulatory authority or law enforcement body, it is not in the public interest to continue providing Services to the Customer for any reason whatsoever.

8.5 The suspension or termination of any Service shall be without prejudice to: (i) any other right which the Service Provider may have suspend or terminate any Service (whether under this Agreement or otherwise); and (ii) the rights of the Service Provider or the obligations of the Customer under any Customer Agreement or any indemnity given by the Customer to the Service Provider thereunder.

8.6 In the event that any Service is terminated:

8.6.1 all sums due or accruing due or payable to the Service Provider with respect to that Service and/or the use of any Sinatra Equipment up to the date of termination and all sums due or payable to the Service Provider on any and all Accounts shall upon termination become immediately due and payable to the Service Provider;

8.6.2 the Customer shall immediately return to the Service Provider all Sinatra Equipment used in relation to that Service in good working condition, fair wear and tear only excepted; and/or

8.6.3 the Service Provider shall be entitled to charge the Customer the cost incurred by the Service Provider in repossessing or acquiring a replacement of any Sinatra Equipment which the Customer has failed to return to the Service Provider and/or of acquiring a replacement of any Sinatra Equipment which is returned to the Service Provider in a damaged or defective condition.

8.7 Where any Service has been suspended (whether or not at the Customer’s request), the Customer shall continue to pay those Fees and Charges in respect of that Service for the period during which the Service has been suspended and, in the event the Service is reconnected or reinstated, in respect of all reconnection or reinstatement charges of the Service Provider.

8.8 Where any Service in respect of which the Customer is under an obligation to subscribe or use for any stipulated or minimum period is terminated (whether by the Service Provider or the Customer) before the expiry of that period, the Customer shall:

8.8.1 pay the amount prescribed by the Service Provider for termination or cancellation of the Service before the end of that period; and

8.8.2 in the absence of any such amount being prescribed, the Customer shall notwithstanding the termination of the Service pay those Fees and Charges in respect of that Service which are calculated or imposed with reference to any time frame or interval for the remainder of that period and the aggregate of all such Fees and Charges shall become immediately due and payable on termination, in the absence of any Specific Terms to the contrary.

8.9 The Service Provider may, at its absolute discretion and subject to any Customer Agreement relating thereto and any other terms which the Service Provider may impose, reinstate any Service which has been suspended or terminated subject always to the terms of the Customer Agreement thereto.

8.10 Where any Service is suspended or terminated, all other Services (whether provided by the Service Provider or any other Sinatra Group Corporation) which can only be provided through the Service would also be suspended or terminated, as the case may be, in the absence of any Specific Terms Provided Nevertheless that any other Service provided by the Service Provider or any Sinatra Group Corporation to the Customer shall continue to be available and accessible through any telecommunications service (whether or not of the Service Provider or any Sinatra Group Corporation) by which such Service may be accessed or utilized.

8.11 Where the Customer provides the Service Provider with any telecommunications service number assigned to the Customer by any telecommunications service provider (other than the Service Provider) for the purpose of enabling the Customer to utilize or enjoy any Service (whether or not it has been previously suspended or terminated), the Customer shall be deemed to have requested for the provision or reinstatement of the Service, as the case may be, subject to the Customer Agreement relating thereto and shall pay the Service Provider the Fees and Charges relating thereto in the event that the Service Provider decides to provide or reinstate the Service, as the case may be.

8.12 The rights conferred on the Service Provider to terminate or suspend any Service shall be exercised subject to such restrictions, limitations and prohibitions in the Telco Code and Media Code as are applicable.

9. Service Number and Intellectual Property and other Rights

9.1 The Customer shall not acquire any right or interest in:

9.1.1 any Service Number notwithstanding the duration for which such Service Number may have been assigned or used by the Customer or any payment which may have been made by the Customer for it; or

9.1.2 any and all Sinatra Intellectual Property and all of such property shall remain at all times with the Service Provider, any other Sinatra Group Corporation or its licensor, as the case may be.

9.2 The Service Provider may at any time terminate the availability of any Service Number or change, re-assign or replace any Service Number without giving any reason therefor.

9.3 If the Customer wishes to use the same Service Number in connection with any service to be provided by any person other than the Service Provider, the Customer shall make the appropriate arrangement with such person for that purpose before the Customer terminates the Service in relation to which the Service Number has been assigned to the Customer. The Service Provider shall not be required to consent or permit any Service Number to be used in connection with any service to be provided by any person other than the Service Provider otherwise than in accordance with and subject to the terms and conditions of any agreement between the Service Provider and such person or in accordance with any applicable directions or procedures issued by the IDA.

9.4 The Customer shall not:

9.4.1 use any Sinatra Intellectual Property or permit any person to use any Sinatra Intellectual Property; or

9.4.2 use or copy or permit any person to use, copy, recompile, reverse engineer or disseminate any Sinatra Software,

except in such manner as may be prescribed or permitted in writing by the Service Provider or any other Sinatra Group Corporation and subject to such terms and conditions as the Service Provider or such other Sinatra Group Corporation may impose and in any case only for the purpose of enabling the Customer to utilise the Service.

9.5 The Customer acknowledges and agrees that the Service Provider does not warrant the nature or content of any materials which the Customer may gain access to, obtain or use as a result of or by means of or in the course of utilising any Service. In particular, the Service Provider does not warrant that such materials will not infringe any person’s rights (including intellectual property rights) or contain any viruses, worms, Trojan horses or other malicious code.

10. Customer’s Indemnity and Liability

10.1 The Customer shall fully indemnify and hold harmless the Service Provider at all times against all actions, claims, proceedings, costs (including legal costs incurred by the Service Provider in defending any such actions, claims or proceedings), liability, losses and damages whatsoever which may be brought or commenced against the Service Provider by any person and/or which the Service Provider may sustain, incur or suffer, as the case may be, arising out of or in connection with or by reason of:

10.1.1 the use or operation by the Customer or any person in any way (whether with or without the authorisation and/or permission of the Customer) of any Service subscribed by or provided to the Customer, Sinatra Equipment or Sinatra Software;

10.1.2 any damage to any equipment operated or used, or any disruption or interference with the provision or operation of any telecommunications service, by any Sinatra Group Corporation arising from the installation and/or use of any equipment by the Customer or any other person (whether with or without the authorisation and/or permission of the Customer);

10.1.3 any picture, material or statements howsoever published or circulated by the Customer or any person in the course of the use of any Service subscribed by or provided to the Customer, Sinatra Equipment or Sinatra Software by the Customer or any such person;

10.1.4 any loss of or damage to or any modification or alteration of any Sinatra Equipment or Sinatra Software, howsoever caused or occurring at any time after the same shall have been delivered or provided by the Service Provider to the Customer or any person designated by the Customer and before the same is returned to the Service Provider; and/or

10.1.5 the enforcement by the Service Provider of any rights against the Customer under any Customer Agreement and/or any proceedings commenced by the Service Provider for such purpose.

10.2 Where any Service subscribed by the Customer is used (whether by any Customer Group Corporation or any other person) in any way for the purpose of or in conjunction with the marketing, sale or provision of any telecommunications or broadcasting service or facility to any person or for the purpose of re-selling any Service in breach of any of the provisions of any Customer Agreement or the Law:

10.2.1 the Service Provider shall be deemed to have been deprived of all the business and revenue generated from the sale or provision of any such telecommunications or broadcasting service or facility by or in conjunction with the use of the Service and the re-sale of the Service, if any, by the Customer or Customer Group Corporation or any such other person as a consequence;

10.2.2 the Service Provider shall in addition to all its other rights and remedies arising therefrom be entitled to recover from the Customer an amount representing the total amount of all such business and revenue;

10.2.3 the Customer shall at the request of the Service Provider provide the Service Provider with all information and documents relating to all such sales, business and revenue and procure that the Service Provider and the consultants and advisers engaged by the Service Provider be given access to and be allowed to inspect all the books and records of each and all the Customer Group Corporations to determine the value or amount of such business and revenue; and

10.2.4 the Service Provider may, if it so decides, elect to apply its rates and charges for the Service or facilities used or sold in contravention of any of the provisions of any Customer Agreement in determining the amount recoverable by the Service Provider under this Clause 10.2.

11. Exclusion and Limitation of Liability of the Service Provider

11.1 Notwithstanding any provision in any Customer Agreement to the contrary:

11.1.1 the Service Provider shall not be liable in any way to the Customer whether in contract, tort (including negligence or breach of statutory duty) or otherwise for any direct or indirect economic or financial loss or damage (including loss of revenue or profits) howsoever caused or arising, including but not limited to any such loss caused or arising from any breach or failure by the Service Provider to perform any of its obligations under any Customer Agreement;

11.1.2 the Service Provider shall not be liable in any way to the Customer whether in contract, tort (including negligence or breach of statutory duty) or otherwise for any loss, damage or liability incurred or sustained by the Customer caused by or as a result of:
i. any failure, delay, interruption to or disruption of any Service in the transmission or reception of any data through any Service, howsoever caused or arising;
ii. any defect, deficiency, breakdown or failure of any Sinatra Software, or the incompatibility or unsuitability of any Sinatra Software in relation to or in conjunction with any other system or equipment, (whether used or operated by the Customer or any other person);
iii. any defect or deficiency in or the breakdown or failure of any equipment or system (whether or not maintained or operated by the Service Provider or any other person) howsoever arising;
iv. any defect, deficiency or deterioration in the quality of any signal or data transmitted as part of any Service;
v. any loss, corruption or deletion of any data or information (whether belonging to, provided or stored by the Customer or otherwise) transmitted to or stored in any system or equipment (whether or not maintained or operated by the Service Provider, the Customer or any other person), howsoever caused or arising;
vi. any event the occurrence of which the Service Provider is unable to control or avoid by the use of reasonable diligence, including but not limited to the failure, shortage or interruption of electrical power or supply, riots or civil commotion, strikes, lock outs or trade or labour disputes or disturbances, plague, epidemic or quarantine, fire, flood, drought or acts of any government or sovereign, change in any Law, acts of war or terrorism (whether real or perceived), the defaults, omissions or actions of any IDA licensee, inclement or extreme weather conditions and acts of God;
vii. the disclosure and/or publication by the Service Provider or any Sinatra Group Corporation of any information or data relating to the Customer, any Service Number (including any Unlisted Service Number) or any Account, howsoever caused or arising;
viii. the use in any manner and/or for any purpose whatsoever by any person at any time whatsoever and from time to time of any information or data relating to the Customer or any Account or transmitted through the use of any Service subscribed by or provided to the Customer and/or relating to the use of any such Service whether by the Customer or any person and/or provided by the Customer to the Service Provider; and/or
ix. any error, omission or inaccuracy in any information provided by the Service Provider whether to the Customer or any person and whether in any publication or as part of or in connection with any Service (including any call tracing service) or Sinatra Equipment or otherwise; and
11.1.3 subject always to the exemptions and exclusions set out in paragraphs 11.1.1 and 11.1.2 above, the Service Provider’s liability to the Customer whether in contract, tort (including negligence or breach of statutory duty) or otherwise for any and all losses, damages or liabilities caused or arising from any breach, failure or default of the Service Provider to perform any of its obligations or duties to the Customer (whether arising under any Customer Agreement or at Law) with respect to any Service shall not in aggregate exceed the amount equal to only those Fees and Charges in respect of the Service which are prescribed and imposed with reference to any time frame or interval (but not usage) for the period of three months immediately preceding such breach, failure or default on the part of the Service Provider or, if the amount of those Fees and Charges for such period is zero, the amount equal to the total amount of the Fees and Charges paid by the Customer to the Service Provider for the same period Provided Nevertheless that nothing in this paragraph 11.1.3 shall apply to limit or restrict the amount recoverable from the Service Provider as compensation for any death or personal injury caused by the negligence or breach of duty (statutory, contractual or otherwise) of the Service Provider.

12. Amendment and Variation

12.1 The Service Provider may amend, vary or supplement any Customer Agreement (including the General Terms, Specific Terms, any Fees and Charges, the Billing and Payment Terms, the Prescribed Rate, the Sinatra’s Data Protection Policy and/or any other terms or conditions relating to any Account or Service) by giving 7 days’ notice thereof to the Customer and any such amendment, variation or supplement shall take effect as from the date specified in such notice. Any such notice given by the Service Provider in accordance with Clause 18, by publication in English in any newspaper circulating in Singapore, posting on any Internet website of any Sinatra Group Corporation or by otherwise making public such notice in any other such manner deemed appropriate by the Service Provider, shall constitute good and sufficient notice thereof to the Customer by the Service Provider and shall be deemed to have been received by the Customer in accordance with Clause 18 or on the date of such publication, posting or the making public of such notice, as applicable. The Service Provider shall before effecting any such amendment, variation or supplement comply with the provisions of the Telco Code and Media Code relating thereto.

13. Waiver

13.1 No failure to exercise or enforce, and no delay on the part of the Service Provider in exercising or enforcing its rights under any Customer Agreement shall operate as a waiver thereof nor shall such failure or delay in any way prejudice or affect the right of the Service Provider at any time thereafter to act strictly in accordance with its rights and powers under such Customer Agreement.

14. Confidentiality and Non-Disclosure

14.1 The Customer shall not and shall procure that no Customer Group Corporation shall use (other than for the purpose of utilising the Service) or disclose to any person any information relating to the Service Provider or any Service or Sinatra Equipment which is acquired from or provided by:

14.1.1 the Service Provider; and/or

14.1.2 any contractor of the Service Provider in connection with or in the course of the provision of any Service,

other than information which is or has become publicly available otherwise than through a breach of any obligation of the Customer.

15. Right to Collect, Use and Disclose data and information connected with the Customer Information

15.1 Save with the Customer’s agreement, consent or authority (including agreement, consent and authority given or granted pursuant to Clause 15.2 and Sinatra’s Data Protection Policy), the Service Provider shall not collect, use or disclose Customer Information for any purpose other than the purposes permitted under the Telco Code or the Media Code, as applicable. In addition to Clause 15.2, the Customer may give its agreement, consent or authority to all collection, use and disclosure by the Service Provider of Customer Information, for any purpose(s) requested by the Service Provider, by any form of writing or by the acceptance by the Customer of any relevant terms and conditions (including in the Customer Agreement) which refer to such consent or authority.

15.2 The Customer hereby affirmatively agrees, consents to and authorises the collection, use and disclosure, by and on behalf of the Service Provider, of all information or data relating to any Service Number or relating to the Customer (including any Customer Information, Service Number or Unlisted Service Number), in the manner and for the purposes set out in Sinatra’s Data Protection Policy, including for the purposes of provisioning and administering services, market research, network u0026amp; service enhancement, sharing of rewards and benefits, security and risk management, compliance with legal and regulatory requirements and other purposes as further described in Sinatra’s Data Protection Policy, subject to such changes, withdrawals or corrections which may have been separately notified by or to the Customer. The provisions of this Clause 15.2 shall constitute consent of the Customer for the purpose of the provisions of the Telco Code, Media Code and the Spam Control Act and other applicable law, unless otherwise notified in writing by the Customer in the procedure as determined by the Service Provider from time to time, including as may be described in Sinatra’s Data Protection Policy.

15.3 Where the Customer is an association, partnership, firm or corporation, and in other situations, the Customer or its representative may be responsible for the provision of information or data relating to one or more natural persons to the Service Provider, or may actually provide such information or data to the Service Provider. In the event that the Customer provides such information or data, the Customer represents, warrants and undertakes to the Service Provider that each such natural person has consented to the collection, use and disclosure of their personal data by and on behalf of the Service Provider in the manner and for the purposes set out in any relevant Customer Agreement including Sinatra’s Data Protection Policy, and the Customer further, on behalf of each such natural person affirmatively agrees, consents to and authorises the collection, use and disclosure by and on behalf of the Service Provider of all such information and data, in such manner and for such purposes.

15.4 Where the person who utilises any Service is a minor, the information or data relating to that Customer and/or the Customer Information may include personal data of that minor. In such event, each other person (excluding the minor) who applied for or subscribes for that Service or who is or was involved in such application or subscription, such as the “sponsor” or “authorised party” in respect of that Service:

15.4.1 represents, warrants and undertakes to the Service Provider that the parent or other legal guardian of that minor has consented to the collection, use and disclosure of that minor’s personal data by and on behalf of the Service Provider in the manner and for the purposes set out in any relevant Customer Agreement including Sinatra’s Data Protection Policy;

15.4.2 on behalf of each such abovementioned natural person and on their own behalf affirmatively agrees, consents to and authorises the collection, use and disclosure by and on behalf of the Service Provider of all such information and data, in such manner and for such purposes; and

15.4.3 authorises any person with access to that Service, including the minor, to make changes, withdrawals, corrections or other adjustments to permitted purposes of use or any relevant information or data through any system or process which is or may be made available by or on behalf of Service Provider.

16. Assignment

16.1 The Customer shall not assign, transfer or encumber any or all of its rights, interests and obligations under any Customer Agreement with respect to any Service or Sinatra Equipment without the prior written consent of the Service Provider.

16.2 The Service Provider may assign and transfer any or all of its rights, interests and obligations under any Customer Agreement to any other Sinatra Group Corporation. Any such assignment or transfer shall take effect upon service on the Customer of a notice thereof. In the event that the Service Provider assigns and transfers all its rights, interest and obligations under any Customer Agreement:

16.2.1 all references to the Service Provider in the General Terms and Specific Terms shall upon and after any such assignment and transfer be construed as a reference to the assignee and transferee of the Service Provider; and

16.2.2 such assignee and transferee shall be entitled to enforce all rights and perform all obligations of the Service Provider and to be paid all sums due or accruing due from the Customer under the Customer Agreement as at the date of such assignment and transfer thereafter.

16.3 The provisions of this Clause 16.3 shall constitute a consent of the Customer to any assignment or transfer pursuant to Clause 16.2 for the purpose of the provisions of the Telco Code and Media Code.

17. Applicable Laws, Jurisdiction and Service of Process

17.1 The Customer Agreement relating to any Service or Sinatra Equipment shall be subject to and construed in accordance with the laws of UAE.

17.2 The Customer hereby agrees that all claims and disputes relating to or arising from the Customer Agreement, including any question regarding the existence, validity or termination of the Customer Agreement shall be resolved in the following manner:

17.2.1 by referring such dispute to the Small Claims Tribunal, if the dispute falls within the jurisdiction of the Small Claims Tribunal;

17.3 Without prejudice to the Service Provider’s right to serve process in any other manner permitted by law, the Service Provider may effect service on the Customer of any writ, summons or other process or documents by leaving it at or sending it by ordinary post to the Customer’s last known address (whether to a post office box or to a place of residence or business or otherwise). Such process shall be deemed validly served on the Customer:

17.3.1 in the case of service by leaving, immediately; and

17.3.2 in the case of service by post,
i. to any address in Singapore, two (2) days after it was posted by the Service Provider; or
ii. to any address outside Singapore, fourteen (14) days after it was posted by the Service Provider,

and the Customer agrees that the Customer shall be deemed to have adequate and sufficient notice of such process.

18. Notices and Correspondence

18.1 All notices and communications by the Service Provider (excluding Bills in relation to which Clause 4 shall apply) to the Customer may be sent or dispatched to the Customer by delivery, post, e-mail or facsimile transmission or any other means deemed appropriate by the Service Provider to the e-mail or other address or facsimile number of the Customer appearing in any record of the Customer maintained by the Service Provider or from which any communication by the Customer to the Service Provider was dispatched or issued or otherwise last known to the Service Provider. Any such notice, demand or communication addressed and so dispatched to the Customer shall be deemed to have been received by the Customer:

18.1.1 in the case of dispatch by e-mail or facsimile transmission or other instantaneous electronic communications, immediately upon transmission by the Service Provider;

18.1.2 in the case of dispatch by delivery to the address of the Customer, on the date and at the time it was so delivered or left at that address; and

18.1.3 in the case of dispatch by post:
i. to any address in Singapore, on the next day after it was posted by the Service Provider; or
ii. to any address outside Singapore, on the seventh (7th) day after it was posted by the Service Provider.

18.2 All notices and requests from the Customer to the Service Provider shall be in writing unless the Service Provider specifies to the Customer otherwise. The Service Provider shall be entitled to regard as ineffective and invalid any notice or request of the Customer the receipt of which by the Service Provider has not been confirmed by the Service Provider to the Customer.

19. Severability

19.1 Any part of any Customer Agreement that is invalid, unenforceable or illegal shall be enforced as nearly as possible in accordance with its terms, but shall otherwise be deemed severed and shall not affect the enforceability of any other part of the Customer Agreement, which shall continue to be valid and enforceable to the fullest extent permitted by law.

20. Third Party Rights

20.1 Save for the Sinatra Group Corporations, no person who is not a party to a Customer Agreement has any right under the Contracts (Rights of Third Parties) Act, Chapter 53B of UAEto enforce any term of such Customer Agreement.