Enterprise Terms and Conditions
THESE Terms and Conditions shall be deemed to be incorporated in all contracts of GO to sell or supply Equipment and/or Software and/or Services. In case of any inconsistency with any Order, Letter or Form of contract sent by GO to the Customer or with any terms and conditions contained or referred to in any communication between the Customer and GO (whatever may be their respective dates) or implied by trade custom, practice or course of dealing, the provisions of these Terms and Conditions shall prevail unless expressly varied in writing and signed by a duly authorized representative on behalf of GO. None of the below Terms and Conditions is intended to limit any of your rights under CITC Terms of Service for Fixed Telecommunication Service Providers and/or Terms of Service of Data and Internet Service Providers.1. DEFINITIONS AND INTERPRETATIONS:
Unless expressly varied, in writing and signed by a duly authorized representative on behalf of GO, the following terms shall have the following meanings:
- “Access line” means a service provided by GO over its network for the purposes of terminating the GO services.
- “Ts&Cs” means these Standard Terms and Conditions, the GO Services Order Form and any and all other related documents, taken together, shall be integral and deemed to form these Terms and Conditions “Ts&Cs”.
- “Commencement Date” means the date when the GO service is activated by GO.
- “CITC” means the Communication & Information Technology Commission.
- “Customer” means the Applicant Customer, whose name appears in the GO Service Form.
- “Deposit” means the sums of money, specified by GO, as may be amended from time to time, to be deposited by the Customer or which the Customer has deposited in accordance with these Ts&Cs or as directed by GO.
- “Force Majeure” shall have the meaning ascribed to it in Clause 13.1.1 below.
- “GO Service Order Form” means the application form duly completed and executed by the Customer to subscribe to GO’s Service.
- “Telephone Numbers” means numbers currently denoted by the number range commencing with “800 & 9200” but also includes such other number ranges agreed to or -allocated by the CITC.
- “Telephony Service Order Form” means the application form duly completed and executed by the Customer to subscribe to GO‟s Telephony Service.
2. GO’S SERVICE:
2.1 The GO’s Service provided by GO to the Customer in accordance with the provisions herein contained. Notwithstanding anything to the contrary, the Customer shall first subscribe to the access lines from GO prior to GO providing the GO’s Service.2.2 These Terms and Conditions shall take effect on the Commencement Date which shall be the date when the GO’s service is activated by GO. The GO’s Service provided by GO as subscribed to by the Customer shall be for a minimum period of one (1) year (“Minimum Period”) from the Commencement Date. Thereafter these Terms and Conditions shall be automatically extended until terminated in accordance with their provisions. In the event the Customer terminates the service, or GO terminates the service by reason of the Customer breaching the provisions hereof, GO shall have the right to confiscate the Deposit or Bank Guarantee and the Customer shall be liable to pay the full charges for the unexpired portion of the Minimum or Renewed Period based on the average of the monthly two invoices preceding the termination.
3 TELEPHONY SERVICE NUMBERS:
3.1 GO shall have the full discretion to allocate to the Customer a Telephony Service Number from those which have been allocated to GO by the CITC.3.2 Notwithstanding Clause 3.1 above, GO shall have the full discretion, at all times, to revise, vary or substitute the Telephone Number which GO has allocated to the Customer.
4 DEPOSITS AND PAYMENTS:
4.1 The Customer shall pay a Deposit or a Bank Guarantee, at such amount and time as may be determined by GO, as a security for the provisioning of the Service knowing that GO shall not allow the Customer’s Credit Limit, along with Customer’s other financial obligations, to exceed the amount of the Deposit or Bank Guarantee. Notwithstanding any other right, including without limitation, temporarily suspension or termination of the Services, GO reserves the right to confiscate, without notice or need for further procedures, the Deposit or the Bank Guarantee to settle amounts due from the Customer if such amounts remain due for (30) calendar days. If GO confiscates the Deposit or the Bank Guarantee and any sum of the same remains due to the Customer, GO shall then credit the account of the Customer with such remaining sum and inform the Customer to submit a novel Deposit or a Bank Guarantee. GO shall also have the right to request increase of the Deposit or Bank Guarantee ceiling any time GO deems necessary. Nevertheless, if the Deposit or the Bank Guarantee does not satisfy the due sum, GO shall have the right to apply the suspension stated herein until the time the Customer fulfills its payment obligations in full.4.2 GO shall invoice the Customer for all applicable charges for the Service on monthly basis. All invoice(s) shall be settled by the Customer within, the time frame specified on the invoice or as else agreed on.
4.3 The Customer shall pay any and all taxes, duties or other levies imposed on said charges by any government organ or official authority, if any.
4.4 The Customer accepts that GO reserves the right to adopt any and all options of recourse to redeem its due sums in addition to the right to cap, suspend or terminate the Services at any time after the lapse of the time frame specified above or if the Credit Limit is consumed before the issuance of the bill or in case of Customer’s requesting addition of new service(s).
4.5 Cash payments shall not be accepted. All payments shall be made through “Cheques‟ issued in the name of GO, otherwise, payments may be transferred directly to GO’s Bank Account as detailed below:
| Account No | IBAN | Remitter ID |
| 1428306 | SA8040C04377600001428306 | 0001 |
4.6 Any invoice with respect to charges payable by the Customer as may be confirmed by an authorized officer of GO or sent through the agreed notice procedure stipulated in (13-4) herein below, shall be final unless it is proved otherwise. Notwithstanding anything to the contrary, the Customer shall be obligated to pay the amounts stated in the invoice at the specified due date even if Customer disputes the amount of said invoice. Any adjustments, if any, to the invoice shall only be made once the dispute has been resolved by the Parties.
4.7 If the Customer disputes any sum in the invoice, Customer shall raise a claim to GO within (7) seven days of receipt of the invoice attaching any supporting document. Go shall verify the dispute and if any sum is determined to be due to the Customer, it shall be deducted from the next invoice. Otherwise, the Customer shall be notified that his claim was rejected.
4.8 GO reserves the right to vary the applicable charges for the services upon renewal of subscription, if any, and if approved by CITC.
5 USE OF THE SERVICE:
5.1 The Customer shall comply with and observe all rules, regulations, guidelines and instructions, issued by CITC, any public authority and/or GO, as may be varied from time to time, pertaining to the use of the Service.5.2 The Customer shall not use the Service nor give permission to any other person to use the Service:-
- 5.2.1 to send any message or communication which is indecent, obscene or immoral;
- 5.2.2 in any way which, in GO’s opinion, may adversely affect the Service of other customers or the efficiency or security of the Service as a whole; or
- 5.2.3 by contradicting or breaching any instructions issued by GO from time to time or by any public authority which are for the safety of the Customer and/or for the advantage of the Service generally.
- 5.2.4 GO shall have the right to disconnect, without any liability whatsoever, any message or communication or service which does not observe the conditions specified above.
5.3 FURTHER, THE CUSTOMER COVENANTS:
- 5.3.1 not to assign the Telephony Service Number allocated to the Customer to any other person or entity without the prior written consent of GO;
- 5.3.2 that the Customer shall take all reasonable precautions to prevent any unauthorized use of the Service and shall at all times be responsible for all unauthorized use of the Service including paymentof all charges and acceptance of all liabilities, or damages resulting there from;
- 5.3.3 not to, directly or indirectly, use the Telephony Service for any purpose other than for enabling a person to call the Customer or the Customer to call other companies or persons; or
- 5.3.4 not to, directly or indirectly, be involved or facilitates the reselling of the Telephony Service or carries third party calls or traffic over or through the Telephony Service
6 NETWORK PROTECTION:
6.1 In the event callers are not able to access the Customer’s Telephony Service Number due to congestion, poor quality of service, repeated calls failure or calls held up (collectively referred to as ”congestion”) at the Customer’s access line, the Customer shall increase the access lines to remedy the congestion. The Customer’s subscription of additional lines shall be subject to availability. The Customer agrees and accepts sole responsibility to monitor and resolve the said congestion. The Customer shall undertake its obligations under this Clause 6.1 any time it is notified by GO of such congestion. In the event of such congestion and when the Customer fails to exercise its obligations vis-à-vis the congestion, GO shall, without prejudice to any of its rights, and without the least liability to the Customer, have the right, but not the obligation, to undertake such traffic management programs on its Network, including but not limited to, call capping and/or temporary blocking of access to the Telephony Service, as it deems fit to reduce such congestion and may invoice any resulting cost to the Customer.6.2 The Customer acknowledges that GO is providing the Service to the Customer based on its current Network as at the date hereof. Notwithstanding anything to the contrary, the Parties agree that GO may, at its absolute discretion, from time to time, migrate the provisioning of the Service from its current Network to such other network as GO deems fit. The Customer further agrees that GO shall not be responsible for, nor liable to the Customer for any cost and or expenditure arising from or as a result thereof, including but not limited to, the relocation of the Customer’s equipment.
6.3 The Customer acknowledges its acceptance to pay the costs of all calls originating from its CPE/PBX that are invoiced by “GO”.
7 SERVICE EQUIPMENT:
7.1 The Customer shall be responsible for the procurement and maintenance of its Customer Equipment and other facilities. All Customer Equipment and facilities owned, operated or utilized by the Customer in relation to or in connection with the GO Service shall be of the type approved by GO. GO reserves the right not to accept or approve any specific Customer Equipment.7.2 Where GO provides Last Mile or any other Equipment at the Customer’s premises, such equipment shall be solely owned by GO. The Customer hereby accepts the responsibility to safeguard such GO equipment and undertakes to indemnify GO for any and all such equipment(s) once lost, damaged or tampered with.
7.3 The Customer undertakes to maintain its undertaking given under (7.2) above until GO has actually collected its Last Mile Equipment.
8 INSPECTION OF PREMISES:
8.1 GO reserves the right to inspect the premises, equipment and facilities of the Customer at intervals as it deems necessary, by giving reasonable notice in writing, for the purposes of ensuring the Customer’s compliance with its obligations pursuant hereto. The Customer shall allow GO and its personnel access at all reasonable times to freely enter into the Customer’s premises for the aforesaid purposes. Additionally, the Customer shall afford all reasonable assistance to facilitate such inspection.8.2 The undertakings provided under Clause 8.1 above shall be ongoing throughout the period of the Service.
9 REPRESENTATIONS AND WARRANTIES:
The Customer hereby represents and warrants that: 9.1 it is a customer duly incorporated/registered and validly existing under the laws of the Kingdom of Saudi Arabia;9.2 it has the full corporate power for the creation, execution, delivery and performance of these Ts&Cs and that it has maintained and shall not exceed its granted powers or violate or breach:-
- 9.2.1 any law, regulation or any order or decree of any governmental authority, agency or court; or
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9.2.2 any terms of any terms and conditions or other instrument to which it is a party or is subject or by which it or any of its property is bound or may result in a breach of the terms or constitute a default of such terms and conditions or instrument.
10 INDEMNITIES AND EXCLUSION OF LIABILITY:
10.1 The Customer shall indemnify and hold GO indemnified against any and all losses, claims or damages with respect to property, personal injury or death to its employees, agents or third parties, or infringement of third party intellectual property rights arising out of any act or omission of the Customer, its servants or agents, or by reason of the Customer’s property, equipment or facilities beneficially owned by and/or under the possession of the Customer.10.2 The Customer shall further indemnify and hold GO safe and harmless from and against any or all actions, suits, claims or proceedings brought by any third party against GO in connection with, in relation to or arising out of any content or material transmitted through the Service.
10.3 In no event shall GO be liable to the Customer or any other person for loss of profits, business, use of data or special, exemplary, indirect, incidental, consequential or punitive damages of any kind for any reason, including, without limitation, the breach or any termination hereof, monitoring or capping of its subject matter, whether such liability is asserted on the basis of contract, tort (including negligence and strict liability) or otherwise, even if GO has been advised of the possibility of such damages.
11 TERMINATION OF THE SERVICE:
11.1 GO may terminate the Service or any part thereof without notice to the Customer if:-- 11.1.1 Customer breaches any of the provisions hereof or any relevant law or regulation in Saudi Arabia;
- 11.1.2 the provisioning of any or all of the Service provided by GO shall become unlawful, restricted or prohibited under any law or regulation in Saudi Arabia;
- 11.1.3 Customer breaches and/or fails to comply with any provision under its Articles of Association and or its subsidiary legislation in respect of or in connection with the provision of the Service;
11.2 The termination or expiry of these Service Ts&Cs, in whole or in part, shall:
- 11.2.1 not operate as a waiver of any breach by GO or the Customer of any of its obligations hereunder;
- 11.2.2 be without prejudice to any rights, liabilities or obligations of either Party which have accrued up to the date of termination or expiry including the right of indemnity.
11.3 Upon termination of the Service, without prejudice to any right stated in (2.2.) above or elsewhere herein:
- 11.3.1 Customer shall immediately settle all its outstanding dues;
- 11.3.2 Customer shall return to GO any and all equipment provided pursuant hereto and shall indemnify GO for any lost or damaged equipment;
12 CUSTOMER’S DATA:
12.1 The Customer acknowledges its consent to provide Etihad Atheeb Telecom Company (GO) with any information that it requires for the establishing and/or auditing and/or administering Customer’s accounts therewith and hereby authorizes (GO) to obtain and collect all information pertaining to Customer or to its accounts or latter facilities as (GO) deems necessary or needed, from the Saudi Credit Bureau (SIMAH). Moreover, Customer undertakes to disclose and share all information to (SIMAH) or to any other agency approved by the Saudi Arabian Monetary Agency (SAMA).12.2 The Customer hereby acknowledges that GO shall have the right to share the Customer’s data with GO’s related companies for the purpose of marketing activities in respect of products and services of GO and/or its related companies from time to time, as GO deems fit, provided always that GO and its related companies shall observe the applicable confidentiality obligations as imposed by law or contract and shall abide by the same strictly.
13 MISCELLANEOUS:
13.1 Force Majeure:13.1.1 Force Majeure means any event which is beyond the reasonable control of either GO or the Customer including, but not limited to, acts of God, industrial or labor disputes of any kind, war, declared or undeclared, blockade, disturbance, lightning, fire, earthquake, storm, explosion of meteor, governmental restraint and expropriation; provided that the alleging Party has taken all reasonable steps to prevent or minimize the effects of alleged event and has in fact substantially fulfilled all its non-excused obligations. However, such an event shall not excuse negligence or other malfeasance of a Party nor shall it include or relate to shortage of funds. To be able to allege a Force Majeure event, the alleging Party shall timely notify the other Party of the likelihood or actual occurrence of such Force Majeure event.
13.1.2 Neither GO nor the Customer shall be liable for non-performance nor for any delay in performing any of its obligations (save for the obligation to make payment) hereunder by reason of ForceMajeure. The Party who is unable to perform by reason of Force Majeure shall promptly notify the other Party in writing providing reasonable full particulars of the event. The Parties shall mutually agree on a reasonable extension of time for the performance of such obligations provided always that the Parties shall continue to perform their obligations which are not affected by such Force Majeure event.
13.1.3 If a Force Majeure event continues for more than (30) calendar days, either Party may terminate these Ts&Cs with immediate effect without need for a further notice. Provided that such termination shall not prejudice the rights accrued to either Party prior to such termination. However, in case of such termination due to a Force Majeure event, customer shall be relieved from paying the full charges for the unexpired portion of the Minimum or renewed Period.
13.2 Variation:
Without prejudice to the content of Clause 4.8 hereof, GO may upon renewal of subscription vary the terms of these Terms and Conditions, if needed.
13.3 Waiver:
No failure or delay on the part of either GO or the Customer in exercising any of its rights or remedies under these Ts&Cs at any time or for any period of time nor any knowledge or acquiescenceby any Party of, or in breach of any provision hereof shall operate as or be deemed to be a waiver thereof nor shall a waiver by that Party of any breach constitute a continuing waiver in respect of any subsequent or continuing breach. A provision of or right or remedy under these Ts&Cs may not be waived except in writing signed by the Party or Parties to be bound.
13.4 Indemnity:
13.4.1 Except as otherwise set out herein, GO makes no warranties, representations or other Ts&Cs, express or implied with respect to the Service, including but not limited to, the implied warranties of merchantability or fitness for a particular purpose. In no event shall GO be liable for special, incidental, consequential, indirect or punitive damages, loss of revenue or profit or loss of income.
13.4.2 Customer (the “Indemnifying Party”) shall indemnify, defend and hold harmless GO, its Affiliates and respective officers, directors, employees, shareholders, and members from and against any losses or threatened losses arising out of, relating to, incurred in connection with, or based upon any breach of the Indemnifying Party’s obligations, warranties and representations as provided herein.
13.5 Severability:
If any of the provisions herein should be proved invalid, illegal or unenforceable under any applicable law, the legality and enforceability of the remaining provision shall not be affected or impaired thereby in any way and such invalid, illegal or unenforceable provision shall be deemed deleted. The Parties shall meet at their earliest convenience to agree on a substitute provision as may reflect their intentions.
13.6 Time of the Essence:
Time wherever referred to herein shall be of the essence.
13.7 Governing Law:
These Ts&Cs and the transactions contemplated by them shall be governed by the laws of Saudi Arabia. Each Party irrevocably and unconditionally submits to the exclusive jurisdiction of the competent Courts of Saudi Arabia.
