(1.) Happy2Call Service Terms and Conditions, together with any operating rules, policies, price schedules, or other supplemental documents expressly incorporated herein by reference and published from time to time (collectively, the “Agreement”), constitutes the entire agreement between Micro United Telecom Pte. Ltd. (hereinafter referred to as “we”, “us” or “MUT”) and the User of Service (hereinafter referred to as “you”, “user” or “Customer”) regarding Happy2Call Voice Service (hereinafter referred as “Service”), and supersedes all prior agreements, discussions and writings between the parties regarding the subject matter of this Agreement. By activating the Service, you acknowledge that you have read, understood and agree to the terms and conditions of this Agreement, and you represent that you are of legal age to enter this Agreement and become bound by its terms.
(2.) If you are using the Service on behalf of an organization, you are agreeing to these Terms and Conditions for that organization and promising that you have the authority to bind that organization to these terms and conditions and in which case “you”, “user” or “Customer” will refer to that organization.
(3.) The Service may continue to change over time as we refine and add more features. MUT reserves the right to approve or reject the continuity of use of the Service. We may stop, suspend, or modify the Service at any time without prior notice to you. We may also remove any content from our Service at our discretion.
(4.) The Service is dependent on broadband Internet connection. However, the Service does not include the provision of any broadband Internet connection necessary to be connected to the Service. You will be solely responsible for providing all equipment and telecommunications services including broadband Internet connection necessary to connect and use the Service. You acknowledge and agree that MUT is not responsible for providing any support, whether technical or otherwise, to any of your networks, which are connected to or used with the Service.
(5.) You acknowledge and accepts that the inherent nature of the broadband Internet and/or telecommunication network is such that electronic communications via email or SMS may be subject to interruption, interception, hacking, transmission blackout, delayed or incorrect transmission. MUT shall not be liable for any risks including but not limited to risks resulting from errors, mutilation, interruption or delay in transmission, power failure, interception by third parties, data corruption, viruses, transmission errors, breakdown of telecommunication networks, malfunctions in communications facilities, industrial action or disputes beyond its control that may affect the transmission of any email and/or SMS and does not warrant that any identified defect will be corrected.
(6.) We may, at any time and without any notice to you, temporarily suspend the Service for operational reasons such as repair, maintenance or improvement of the Service or because of an emergency. We will restore the Service as soon as reasonably practical.
(7.) You acknowledge and agree that certain broadband Internet service provides may prevent the transmission of communications using the Service. We make no warranty that the Service will be compatible with all broadband Internet services and expressly disclaim any warranties arising by operation of law or otherwise regarding compatibility of the Service with any particular broadband Internet service.
(8.) The Service may not be compatible with certain equipment or networks. You are solely responsible for ensuring the compatibility of the Service any equipment (other than equipment provided by MUT) or network, and we will not be responsible for any failure, disruption or interference in the Service or such equipment or network which may arise from your use of the Service.
(9.) The Service will not function if there is a power failure or disruption. The Service is dependent on broadband Internet connection. Outages, suspensions or terminations of service by your broadband Internet provider will prevent the Service from functioning.
(10.) Your broadband Internet provider or other third party may intentionally or inadvertently block the ports over which the Service is provided or otherwise impede the usage of the Service. You acknowledge and agree that we are not responsible for the blocking of ports by your broadband Internet provider or any third party or any other impediment to your usage of the Service, and any loss of service, which may result thereafter.
(11.) We make no warranty that the Service will be continuous or error-free. If there is any service failure arising from any of the outages, you will continue to be responsible for payment of the Service charges in accordance with this Agreement, and we will not offer credits or refunds.
(12.) We may, for commercial, operational or technical reasons or compliance with any relevant regulatory authority or other authority, withdraw or change any number allocated to you, providing you reasonable notice in this event.
(13.) MUT may determine and impose charges, payment terms and prescribed rates and vary or revise the same from time to time and such variation shall be effective as from the date specified by MUT.
(14.) You are liable to pay a recurring subscription fee(s) and usage fee(s) for the Service at the prescribed rates(s). You may be billed in advance for the annual subscription fees or other intervals as approved by us. You will be billed for the usage fee(s) at monthly intervals. You shall promptly pay MUT all the fees and charges and any other sum due or payable to MUT on the due date with respect to the provision of the Service without any set-off, counterclaim, deduction or withholding whatsoever.
(15.) You shall promptly check and verify the accuracy of each bill, and notify MUT in writing of any error, inaccuracy or discrepancy with respect to any amount, item, entry or matter stated therein. You shall promptly provide MUT with all the information and assistance reasonably requested by MUT to investigate and verify any such assertion by you.
(16.) In the event that you dispute any amount stated in the bill and intends to withhold payment of the amount, you must give MUT a written notice of such dispute before the due date and must state in such notice the grounds and reasons for such dispute. Notwithstanding any such dispute, you shall make payment of the charges or amount of the bill to MUT that are not in dispute.
(17.) It is agreed that you will undertake to settle all bills promptly by the due date, failing which interest of 1% per month may be levied on the outstanding amount, subject to a minimum fee of $10.00.
(18.) MUT may request a deposit depending on usage and credit ratings.
(19.) You may receive an interim bill once the credit limit is reached. An interim bill requires immediate payment.
(20.) MUT reserves the right to suspend or terminate service(s) provided to you if payment has not been received by MUT after the payment due date.
(21.) You shall solely be responsible and liable and shall indemnify and keep indemnified MUT and/or its agents against all losses and liabilities caused by you when using the Services.
(22.) You shall use the service in accordance with the directions of MUT and MUT shall not be liable for any losses, damages, claims, liabilities, costs or expenses suffered or incurred resulting from the failure to do so.
(23.) The Service is provided on an “as is” and “as available” basis and you agree and accept that you will use the Service at your sole risk. We expressly disclaim all warranties of any kind, whether express or implied, including implied warranties of merchantability, satisfactory quality, fitness for a particular purpose and non-infringement to the fullest extend allowed by law. No advice or information whether oral or written, obtained by you from us or through the Service will create any warranty not expressly made in this Agreement. Without prejudice to the foregoing, we will not be liable for any delay or failure to provide the Service, or any interruption or degradation of the Service quality, which may arise from the following:
* an act or omission of any underlying carrier, service provider, vendor, reseller or other third party.
* equipment, network or facility failure, shortage, relocation, upgrade or modification.
* service, equipment, network or facility failure caused by the loss of power.
* force majeure events such as but not limited to acts of God, acts of nature, strikes, fire, ware, riots, acts of terrorism and government actions.
* outage of, or block of ports by, your broadband Internet service provider, any third party or other impediment to usage of the Service caused by any third party
* any act or omission by you or any person using the Service provided to you
* any third party’s services, equipment, software, network or facility including fixed line phone wiring system and PBX
* any other cause that is beyond our control, including, without limitation, a failure of or defect in any equipment, the failure of an incoming or outgoing communication, the inability of communications to be connected or completed or forwarded.
(24.) We make no warranty: * That the Service or any equipment which we provide to you will not cause any harm to your equipment, hardware, software, network or content.
* That the Service and access to them are error free and uninterrupted or available at all times.
(25.) Under no circumstances will we be liable for any special, incidental, indirect, consequential or punitive damages, losses, costs or expenses, even if such damages, losses, costs or expenses were caused wilfully, recklessly or negligently.
(26.) Under no circumstances will we be liable for any loss of profits, revenue, business or anticipated savings, even if such damages, losses, costs or expenses were caused wilfully, recklessly or negligently.
(27.) If you are dissatisfied with the Service and/or any of the terms and conditions of this Agreement, your sole and exclusive remedy is to discontinue accessing and using the Service or terminate the Service according to this Agreement.
(28.) In compliance with section 3.2.6 of IDA’s (Infocomm Development Authority of Singapore) “Code of Practice for Competition in The Provision of Telecommunication Services” on protection of End User Service Information ("EUSI"), MUT will keep the EUSI in commercial confidence. The information will only be used internally within MUT for its planning, provisioning and billing purposes.
(29.) MUT shall comply with the IDA’s “Code of Practice for Competition in the Provision of Telecommunication Services”.
(30.) This Agreement is governed by and shall be construed in accordance with the laws of Singapore and the parties hereto submit to the exclusive jurisdiction of the courts of Singapore.