Service Agreement

The Services are provided by Direct Broadband Limited, a private entity duly licensed to carry on the business of network service provisioning in Nigeria and it operates from 34, Orimolade Estate, Off Adeniyi Jones, Ikeja, Lagos State. Lagos with branches nationwide.

The service agreement is designed for SMEs and home users, while corporate entities can seek service-level agreements suited to their specific business needs.

1. Definitions And Interpretation

1.1. Unless the context indicates otherwise, the following terms and phrases shall have the following meanings in this Agreement:

1.1.1. "Agreement" refers to the agreement between you and Direct Broadband Limited, referred to as the "service provider" herein.

1.1.2. The "Service Activation Date," "Acceptance Date," or "Completion of Connection" date is referred to as the "Billing Start Date" in this clause.

1.1.3. In relation to a Service, a "Business Day" is defined as any day other than Sundays, and any national holidays.

1.1.4 "Charges" Usage is the term for installation fees, one-time fees, recurring monthly fees, and subscription fees that you must pay to Direct Broadband Limited in relation to the service that was provided, as described or referred to in a service order and as amended from time to time in accordance with section 2.

1.1.5 The term "Call Charges" refers to the fees for packet-switched telecommunications services.

1.1.6. "Installation Cost" is the cost payable for the installation of your internet link and is a one-time payment.

1.1.7. "Relocation Cost" is the fee for relocating your service from one location to another if you change your residence.

1.1.8. "Monthly recurrent cost" or "Annual cost" refers to the monthly recurrent cost or yearly cost for service usage that is due prior to service delivery.

1.1.9. "Customer information/ data" means customer information (this is usually collated via the know-your-customer form and contains name, address, e-mail address, and telephone number) that is necessary for the establishment, billing, or maintenance of the transmission. "Regulated Customer Data" is Customer Data of which the use, processing, or transfer is regulated by law or regulation as "personal data".

1.1.10 "Customer Site" or "Site" refers to a physical location where a Service is provided to the customer.

1.1.11 "Effective Date" refers to the date on which a Service Order becomes binding in line with the provisions of paragraphs 2 and 3 below.

1.1.12 "Emergency Maintenance" refers to tasks that, at the time they are proposed to be completed, are necessary to stop, or prevent the emergence of, situations that are then present or very likely to result in: (i) danger to people or property; (ii) interruption of any service provided by the Direct Broadband Network or a network created by a third party; (iii) substantial loss to Direct Broadband or any third party; and such other problems.

1.1.13 "Force Majeure Event" shall mean any occurrence beyond a Party's reasonable control that prevents that Party from performing its obligations, including, but not limited to, fire, flood, explosion, accident, war, acts of terrorism, power outages, strike, embargo, governmental requirement, civil or military authority, Act of God, changes to laws or regulations, inability to obtain materials or services, industrial disputes, and acts or omissions of other telecommunications service providers.

1.1.14 The terms "Party" and "Parties" refer to the customer and Direct Broadband Limited, respectively, depending on the context.

1.1.15. "Service" shall mean the specific Service provided by Direct Broadband Limited to you at your instance.

1.1.16 "Service Order" is defined as an electronic request for a certain service made by the customer or by a proxy, such as a Direct sales representative or agent, and accepted by Direct Broadband Limited as a sign of the customer's interest.

1.1.17 "Service Equipment" is defined as the hardware, software, systems, cabling, and facilities that Direct Broadband provides at your Site in order to provide you with the Service. Service Equipment is still owned by Direct Broadband. Direct Broadband Limited, as well as any hardware or software covered by a separate supply agreement between you and Direct Broadband, shall not be considered Service Equipment.

1.1.18. For home services, the phrase "Service Term" shall refer to a month-to-month period.

1.1.19. Unless the context otherwise dictates, the following is referred to in this Agreement as:

1.1.20. When referring to a person, a body corporate, association, or partnership is also included;

1.1.21 A document is a reference to that document as it has been updated or changed over time, according to 1.1.21.1.

1.1.21.1 No clause in the Agreement is meant to go against the relevant sections of the NCC Act or any other laws that are related to policing the internet/network service sector.

1.1.21.2 "Customer Site" or "Site" refers to the actual location where a Service is provided to the customer.

1.1.21.3 "FTTH" stands for "Fiber-To-Home" and refers to fiber internet service that is brought to the home solely for personal use.

1.1.21.4. "FTTB" stands for "Fiber to the Business" and is understood to be a service of a commercial quality with guarantees and service level agreements.

2. Service

2.1. A service may be ordered from Direct Broadband Limited in electronic format via the sign-up web page.

2.2. The terms and conditions of this Service Agreement and the Charges for a Service provided hereunder are agreed expressly on the condition that you shall not resell the Service. Direct Broadband Limited reserves the right to deliver the Service to a single Site only.

2.4. The service may not be extended beyond the customer site, unless written express permission is obtained from Direct Broadband, extending the service beyond the customer site constitutes a breach of the Service Agreement.

2.5. The service can only be provided using approved equipment from Direct Broadband Limited.

2.7. Direct Broadband Limited reserves the right to retrieve the equipment used for service delivery to the Customers' location upon the termination of the link.

3. Activation of Services

3.1. Direct Broadband Limited must carry out any tests it deems necessary after a service is installed but before it is activated to make sure that all preparations have been made to provide the service to the customer. If the tests are successful, Direct Broadband Limited will formally welcome the customer to its network.

3.2. The start date for charging a service is

3.2.1. the date that the billing or system configuration change takes effect in cases where the Service as outlined in the Service Order can be implemented through such modifications.

3.2.2. In cases where the Service is a new service and/or on-site installation is necessary, the following event will take place first in time:

3.2.2.1 The "Acceptance Date" is the day when you send a signed confirmation schedule to Direct Broadband.

3.2.2.2. The "Acceptance Date" or "Service Activation Date," which is the first time you utilise the Service; or

3.2.2.3. In the case where you, through no fault of Direct Broadband, fail to deliver a confirmation schedule to Direct Broadband, to use the Service or to complete your obligations necessary to use the Service, then the date on which Direct Broadband delivers a ready for Service Notification (which shall also be the "Completion of Connection" or deemed "Service Activation" date);

4. Payment for Subscriptions and Installation Fees

4.1. Subscription will be paid in accordance with clause 4.

4.2. Charges for Subscriptions to:

4.3 Direct Broadband will invoice you for the following charges that will begin to accrue on the Billing Start Date:

4.4. Monthly Subscription Cost (MRC)payable before service delivery and not thereafter.

4.5. Before installation is done, there will be an installation fee or one-time charge (OTC).

4.7. Specific price increases resulting from increases in a service's direct input costs; in this scenario, the price rise must be proportionate to the increase in the input cost.

5. Direct Broadband Limited Obligation

5.1 Direct Broadband Limited shall always exercise the reasonable skill and care of a competent internet service provider in carrying out its duties under this Agreement.

5.2. Direct Broadband Limited will make a good faith effort to ensure that each service complies with any applicable service terms.

5.3. To the extent permitted by law, all warranties, representations, or agreements, whether expressed or implied by operation of law, statute, or otherwise, with respect to the provision of a Service or otherwise, whether oral or in writing, are excluded, save as expressly provided in these General Terms.

6. Suspension of Service

6.1. Direct Broadband Limited may, in its sole discretion and without prejudice to any right it may have to terminate a Service and/or this Agreement, elect to stop the supply of a Service (or a portion thereof) immediately if Direct Broadband:

6.1.1. believes that it has reasonable grounds to terminate the Service.

6.1.2. is required to obey an order of a competent court, government agency, or other administrative or regulatory authority;

6.1.3. has cause to believe that the Service is being used to perpetrate fraud or unlawful activity.

6.2. If Direct Broadband uses its right to suspend the Service (or a portion of it) whenever reasonably possible, it will provide you with prior notice of such suspension, detailing the reasons for the suspension and the estimated duration. Direct Broadband Limited will use all reasonable efforts to restore the Service as soon as practicable.

6.3. If the Service (or a portion of it) is suspended due to the Customer's breach, fault, act, or omission, you agree to pay Direct Broadband Limited any reasonable fees and expenses incurred by the execution of such suspension and/or resumption of Service provision.

7. Termination and Service Conditions

7.1. As of the effective date of each service order, these General Terms will apply to each Service.

7.2. Any Party may stop providing a Service for any of the reasons listed below:

7.2.1. Direct Broadband is needed by law (where the services offered by DBM are made illegal or when Direct Broadband Limited's ability to supply services is compromised).

7.3. by sending an email or delivering a written notification that is at least one (one) calendar month old to the recipient party's last-known address;

7.4 If the other Party has committed a substantial violation that cannot be remedied, notice by one of the methods listed in the preceding paragraph shall be sufficient.

7.5. by notice if the other Party has broken a material agreement clause that can be fixed but does not do so within five (5) business days of being informed of the violation; or

7.6. by notice if a service outage is caused by a force majeure situation for which there is no long-term fix for a continuous duration longer than two months.

7.7 If a service has been suspended in accordance with section 6.1.3 for a period of at least two (2) consecutive months, Direct Broadband Limited may terminate the Agreement (or a specific Service Order) by notice.

Direct Broadband may terminate this Agreement (or the applicable Service) without further notice to you if you fail to notify it that such a remedy has been applied in accordance with this clause 7.4 or if Direct Broadband reasonably determines that the violation is continuing or is likely to reoccur.

8. Definition

Capitalized terms used here but not defined have the same definitions as above.

8.1. "Contended" denotes a situation when numerous users are utilizing the same amount of network capacity. Contention ratios are determined by the unique configuration of the external fiber access network used to supply Direct Broadband service.

8.2 "Unshaped" refers to Direct Broadband Limited lack of prioritization or distinction between various traffic classes. Moves, additions, and alterations must be feasible, and additional on-net or off-net fees might be necessary.

8.3 "Uncapped" denotes the absence of any restrictions on the volume of data that can be downloaded at that line speed.

8.3 "Uncapped" denotes the absence of any restrictions on the volume of data that can be downloaded at that line speed.

9. General

9.1 These phrases should be understood in light of:

9.2 You can find all of the policies on the Direct Broadband website.

9.3 Using a fiber line (the "Access Circuit") and the equipment at its Point of Presence (the "PoP"), Direct Broadband will give you contented capped or uncapped, unshaped access to its network.

9.4 In line with its customary business agreements with the owners of other networks, Direct Broadband provides Internet access by transferring and delivering IP packets between your computers connected to the network and those on other networks.

10. Rate of Throughput and IP Access

10.1. The subscriber agreement specifies the maximum throughput rates for access to and over the Direct Broadband IP Network. The highest throughput rates are not promised.

10.2 Because of how the Internet operates, Direct Broadband is only able to regulate the download and upload speeds within the Direct Broadband Network (as specified in the Direct Broadband General Terms and Conditions).

11. Entry Circuit

11.1. In addition to providing, configuring, and testing the Access Circuit, Direct Broadband also establishes its own standard installation. In order to supply the services to the Customer's premises, any facilities, additional cabling, additional trenching, and other expenditures not covered by a standard installation must be paid for by the Customer. Direct Broadband shall charge such fees.

12. Equipment

12.1 Direct Broadband Limited owns the hardware and network infrastructure used to supply internet services at all times.

12.2 To lessen the chance of equipment damage, the equipment must not be moved or adjusted without a Direct Broadband Field service specialist on hand to provide guidance and assistance.

12.3 If the Equipment malfunctions, Direct Broadband will (at its discretion) repair or replace it, provided that the damage was not brought on by the customer's carelessness or a power surge at the customer's location.

13. Service Reselling

Resale of the internet service by the Customer is prohibited and is a ground for termination of the link and business relationship with the customer.

14. Your Information's Accuracy

You'll give current, correct information to Direct Broadband:

(i) when filling out the DBM Know-Your-Customer Form in order to sign up for the Direct network.

(ii) When you call Direct Broadband to report a problem and a set of standard, organized questions is given to you.

(iii) DBM disclaims all responsibility for any damages incurred as a result of your inability to provide accurate information, which may cause installation or service repair to be delayed.

15. Maintenance

When necessary, maintenance shall be carried out on the Direct Broadband Network, and reasonable care will be taken to communicate such maintenance. However, Direct Broadband shall give such notice as is reasonably and realistically possible under the circumstances. Direct Broadband reserves the right to undertake emergency maintenance without prior notice.

16. Installation/Setup/Configuration Fee

16.1 There is a one-time installation and configuration price for Direct Broadband's Fibre to the Home products, as well as a monthly recurring fee for service renewal.

17. Security/Password

The Customer is responsible for making sure that all access devices, including modems or Direct Broadband equipment, have security encryption turned on and that the password(s) therein are always kept secret, aren't shared with anyone else, and are changed as soon as possible after installation. As a result of the Customer's failure to adequately safeguard its password and devices from unauthorized parties, Direct Broadband shall not be liable for any losses resulting from security breaches. The Customer shall not share the password with anyone.

18. Disclaimer

19. Prices That Are Reduced

Any advertised promotional pricing that may occasionally be offered is at Direct Broadband's discretion. Promotional pricing is dependent on availability and is subject to cancellation at any time.

20. Sales Condition

20.1 Plans for Smart Homes are only available for domestic use.

20.2 The uptime link provision accounts for 98% of service availability.

21. Customer's Obligation

21.1. The customer shall permit access to the customer site for the purposes of installation and/or service repair to Direct Broadband or its subcontractors, or make arrangements for such a permit to be granted.

21.2. In order for Direct Broadband to fulfill its obligations or exercise its rights under the Agreement, the Customer shall supply Direct Broadband with all facilities and information that Direct Broadband may reasonably request.

21.3. The customer guarantees and commits to doing the following:

21.3.1. at all times, use the service equipment solely for activities that are permitted by the various laws governing internet-based communications and commerce.

21.3.2. refrain from creating or allowing the creation of any debts, liens, pledges, or other encumbrances against the service equipment;

21.3.3. upon the termination of a Service, allow Direct Broadband access to your Site to remove the Service Equipment.

21.3.4. By using the Services, the Customer agrees not to use them for any unlawful or immoral purposes, and they also agree to follow the most recent version of the Direct Broadband Acceptable Use Policy, which is available on the company's website.

22. Liability

22.1. Neither Party shall be responsible to the other for any indirect or consequential losses or other damages, including injury to the business, lost revenues, lost anticipated savings, or lost profits.

Direct Broadband shall have no responsibility for the quality, content, or accuracy of information obtained through or as a result of using the Services because Direct Broadband is unable to exert editorial or other control over any content posted on or accessible through your use of the Services.

23. Force Majeure

In the event that Direct Broadband fails to fulfill its obligations due to (but not limited to) acts of God, enemy hostilities, fire outbreaks, floods, lightning strikes, earthquakes, storms, hurricanes, and other natural disasters, war, invasion, the act of foreign enemies (regardless of whether war is declared or not), civil war, rebellion, revolution, insurrection, military or usurped political powers or confiscation, terrorist activities, national security threats, or other similar causes, Direct Broadband

Despite anything to the contrary in this Agreement, neither Party shall be liable to the other for any delays, failures to perform any obligations under this Agreement (other than the payment obligations outlined in clause 4), or damages incurred to the extent that such delays or failures are attributable to a Force Majeure Event or any other event that may reasonably be referred to as a Force Majeure Event.

24. Intellectual Property

You agree that all patents, registered and unregistered designs, copyrights, trademarks, and other intellectual property rights of any kind and nature, wherever they may exist and be enforced, used in connection with the Service and/or Service Equipment shall remain the exclusive property of Direct Broadband, its suppliers, or its contractors.

25. Customer Data and Privacy

25.1 The Customer understands that by virtue of the supply of Services, Customer Data will be acquired by Direct Broadband and our respective subcontractors.

25.2 Direct Broadband has put in place and is continuing to maintain the necessary organizational and technical safeguards to protect Customer Data from unauthorized processing as well as accidental loss, modification, disclosure, or access.

25.3. Direct Broadband and its affiliates may use or handle customer data in the following ways:

25.3.1. with regard to the delivery of Services;

25.3.2. to incorporate Customer Data into databases controlled by Direct Broadband for administration, provisioning, billing and reconciliation, maintenance, support and product development, sales, revenue and customer analysis and reporting, market and customer use analysis, and

25.3.3. to contact you regarding Direct Broadband's goods and services via phone, mail, or email.

26. Survival

A clause that, by necessity or by virtue of its context, eliminates the need for these general conditions to continue shall survive termination of this Agreement.

27. Modification of Terms and Conditions

Direct Broadband reserves the right to change or amend the terms and conditions of its services at any time if there is a change or amendment to any law or regulation governing its services, or if it decides to change it for reasons of quality of service, or for the benefit of the Customer, or if there is a need to improve in its service delivery, technical operations,for changes in business practices and policies.

28. Indemnity

The customer will be accountable for any direct or consequential liability resulting from claims made against Direct Broadband, its affiliates, its employees, or its representatives however described in connection with the use of its internet service modem or service itself or misuse by the customer, any other person within the customer's premises, including but not limited to claims of fraud, deceit, or other illegal activity. The customer will indemnify Direct Broadband and hold it blameless against any such claims.

29. Dispute Resolution

In the case of disagreements or disputes that may arise in relation to this agreement or the parties shall negotiate in good faith with a view to resolving the issue amicably, notwithstanding the right of the Parties to resort to other dispute resolution processes.

In the event that negotiations are unsuccessful, parties must submit to the Lagos State Multi door Courthouse; nevertheless, each party is responsible for covering their own costs, including legal fees.