DISCLAIMER

These are the Terms and Conditions by which Zeplin Investments (Kenya) Ltd offer’s it’s product INet (hereinafter INet refers to the company Zeplin Investments Ltd) offers its internet services and products to the customer. By subscribing to our services, the Customer agrees to be bound by the following Terms and Conditions of Service. The Customer understands, agrees and acknowledges that these Terms and Conditions constitute a legally binding agreement between the Customer and INet and that the Customer’s subscription and use of INet’s services expressly indicate that the Customer has read, understood and accepted these terms and conditions.

The Customer understands that the Services being offered are purely on a pre-paid basis.

TERMS AND CONDITIONS OF THE PROVISION OF INET SERVICES

DEFINITIONS AND INTERPRETATION

These Terms and Conditions shall govern the provision of INet Services (Including but not limited to internet connection services) for both residential and corporate customers upon acceptance of all the term and conditions provided herein. In this agreement:

“Agreement” or “Terms and Conditions” means these Terms and Conditions and includes the Application Form and the Tariff/Plan Guide, which may be varied by INet from time to time, including but not limited to promotional prices;

“Application Form” means the Customer’s request through INet’s online portal or in writing via email or in person to an agent of INet for the procurement of services as set out in the website or tariff guide;

“Charges” means the amounts payable for the Services as published in the Tariff Guide from time to time including any applicable deposits;

“Connection” means the activation of the Services following successful installation of the Network infrastructure and relevant Equipment belonging to INet and, depending on the type of service the customer purchased as set out in the tariff guide, at the address of the Customer’s premises provided in the Application Form and the integration with the Customer’s Equipment. The term “Connected” shall have similar meaning;

“Connection Charge” means a charge for connection to the INet network;

“Content” means video, voice, sound, information, communication, data or any other material transmitted or communicated through the Services;

“Customer” means you as the subscriber applying for, or using the Services and with whom INet is making this contract and includes any person who INet believes is acting with the Customer’s authority;

“Customer Equipment” means the compatible systems and infrastructure necessary for the Customer to access the Services, including but not limited to television sets, computers, tablets and smartphones;

“Customer Premises Equipment” or “CPE” means the compatible systems and infrastructure (including, but not limited to, Television Set-Top-Box (also referred to as STB, or decoder), Internet Cable Modem and where applicable, all cabling and embedded software) supplied by INet and that is necessary for the Customer to access the Services through the Network;

“Customer Site” means the residential or office address place at the designated Customer’s address provided in the Application Form where INet Equipment and Services will be installed;

“Downgrade” means the provision of Services of lower capacity by INet to the Customer, for example, lesser Internet speeds than the Customer has subscribed to during the prevailing Term of this Agreement;

“Electronic Bill” means INet’s electronic billing facilities providing the Customer with access to billing data, current or historical, either via email or online through a prescribed INet’s website;

“Fair Use Policy” means the Fair Usage Policy established by INet to monitor and control its Network resources to give all users fair access to those resources. As is the case with all broadband Internet services, the users of INet’s Network share the available system capacity that connects them to the Internet and the Fair Use Policy ensures that this capacity is not used disproportionately by some and others are penalised on the account of the disproportionately heavy users;

“Material Breach” means a breach of a Term of this Agreement which cannot be remedied;

“Monthly Recurring Charge” means the charges set out in the INet’s Tariff Guide for the provision of the services;

“Network” means the fibre-optic or Wireless network operated by INet, its subsidiary(ies), holding company and/or its third party providers to facilitate the provision of the Services;

“Offending Material” means any Content that is: In breach of any law, regulation or code of practice invoked by INet or the industry regulator or any policy adopted by INet and communicated to the Customer with regard to the acceptable use of the Services; or abusive, indecent, defamatory, obscene, offensive, menacing or a threat to the health and safety of any third party; or in breach of confidence, intellectual property rights, privacy or any right of a third party;

“Party” means either the Customer or INet and “Parties” mean both INet and the Customer;

“Services” means the Specified Service described in the customer’s online portal to the End User pursuant to this Agreement, whose services are more particularly set out in the Application Form and are/or may be provided under the INet brand name or any other brand name as may be adopted by INet from time to time;

“Service Level Agreement” means the document published by INet from time to time and that is deemed to have been incorporated in these Terms and Conditions setting out the uptime, maintenance and incident management services to be provided by INet to the Customer following the Connection of the Services;

“Set-up Fee” also refered to as “Installation Fee” means the fee to be paid by the Customer for connection of the Customer’s Equipment to INet’s Equipment and thereafter, the Network in order for the Customer to access the Services;

“Standard Tests” means the tests carried out by INet or its appointed sub-contractors to determine whether the Services are Connected;

“Tariff Guide” means the list of charges for the Services as published and varied by INet from time to time;

“Upgrade” means the provision of Services of higher capability by INet to the Customer, for example, higher Internet speeds than the Customer has subscribed to during the prevailing Term of this Agreement;

“INet” means Zeplin Investments (Kenya) Limited of Post Office Box Number 1052-80200;

“INet Equipment” means equipment (including any software) installed at the Customer’s Site by INet for the provision of the Services;

In this Agreement, unless the context otherwise requires, any reference to: the singular includes the plural and vice-versa; a person includes reference to a body corporate or other legal entity; any written law includes that law as amended or re-enacted from time to time; any agreement or other document includes that agreement or other document as varied or replaced by the Parties in writing from time to time; words importing one gender shall be construed as importing the other gender; and any Party includes that Party’s successors and assigns. Clause headings are inserted for convenience only and shall be ignored in construing this Agreement.

TERM & TERMINATION

The Service will continue until terminated in accordance with this clause 2 of the Agreement. When the Customer subscribes to the Service for a fixed term, the subscription will automatically be renewed at the expiry of the term, on a monthly basis, unless the Customer terminates in accordance with the provisions of this Agreement. The Customer may terminate this Agreement at any time by a thirty (30) days’ written notice to INet. The Customer agrees that if the Customer has paid subscription to the Service in advance and the Service is subsequently terminated prior to the expiry of the subscription period paid for, then: for monthly subscriptions, the Customer will not be entitled to a refund of or credit for any amount paid for the unused portion of the subscription period; for multi-month subscriptions, INet may, depending on the circumstances of the termination of the Service, refund or credit for any amount paid for the unused portion of the subscription period. for fixed length contract subscriptions offered at discounted rates, 50% of the remainder will become due immediately on cancellation of services. For example if 6 months are remaining on a 12 month contract at a recurring monthly payment of KES X. Then at time of termination KES (X*6)/2 will become due immediately. For installation fees, the Customer will not be entitled to a refund of or credit for any amount paid for installation service INet will terminate this Agreement and deactivate the Service at any time without providing notice to the Customer if: The Customer fails to make payment when it is due; and it remains unpaid for a period of fifteen (15) days; INet receives confirmation that the Customer has received the Service, or any part of the Service without paying for it; or The Customer otherwise breaches or causes breach of this Agreement. If the Service is terminated for any reason, the Customer remains responsible for payment of all outstanding amounts that may have accrued on the Customer’s account. If the Service is terminated for any reason or it remains unpaid for a period of fifteen (15) days, INet shall recover all equipment belonging to it and the customer will facilitate this process to its conclusion

APPLICATION OF TERMS AND ORDER FOR NEW SERVICES

Application of Terms By submitting a completed Online Application Form from https://inet.africa website to INet the Customer confirms that they have read, understood and accepted all the Terms and Conditions of this Agreement. No Terms or Conditions endorsed upon, delivered with or contained in the Customer’s quotation, acknowledgement, purchase order or other Customer documents will form a part of this Agreement and the Customer waives any right which it otherwise might have to rely on such terms and conditions. The Customer acknowledges that it may use the Services in conjunction with other INet current or new products and services and accepts it will comply with the Terms and Conditions of such other INet products and services while utilising the same in addition to the Terms and Conditions set out in this Agreement. Orders for New Services The initial Services to be provided by INet to the Customer are as set out in the Application Form.

The Customer shall provide INet with a copy of a valid national identity card or passport and full address of the Customer Site where the Services are to be provided. In the event that INet offers new services and the Customer requires to utilise such new Services then: The Customer may place orders with INet for such new Services as and when required by submitting a written request to INet or completing such electronic order form via the Network as may be made available by INet at that time or through INet’s website. If INet elects to accept such an order it shall do so by notice in writing or by allowing access of the requested Services upon payment of the required Charges. All orders for the new Services placed by the Customer and accepted by INet shall be governed by the terms of this Agreement.

Supply of the services

The Customer shall, at its own expense and in order to facilitate the installation and use of the Customer Premises Equipment: obtain all necessary consents, way leaves, rights of way, including consents for any necessary alterations to buildings where the Customer Site is located; provide a suitable environment, accommodation and foundations, including all necessary trunking, conduits and cable trays in accordance with the relevant installation standards; provide any electricity and connection points required by INet; and carry out all other preliminary works including having in place such Customer Equipment, of such specifications as are communicated to the Customer by INet as required to be in place prior to any installation of the Customer Premises Equipment and Connection to the Network. INet may provide assistance to the Customer to facilitate the connection according to its prevailing policies and the Customer shall be deemed to have consented to accept any such assistance upon giving INet access to the Customer Site. INet shall provide such assistance in a professional and workmanlike manner, however, at no time shall INet be liable to the Customer for damages, costs or expenses or losses howsoever they may occur in the process of providing such assistance. Provide power surge protection systems to all the CPE provided To enable INet to carry out its obligations under this Agreement or to recover any of its Customer Premises Equipment from the Customer Site, the Customer shall provide INet employees and anyone acting on INet's behalf, who produces a valid INet identity card access to any Customer Site. INet will normally only require access with agreement of the Customer’s or at the Customer’s request but may from time request the Customer to provide access at other times if INet reasonably believes that the Customer’s installation is interfering with the Network as a whole of parts of the Network, or in order to recover INet Equipment subject to the terms of this Agreement. INet employees and anyone acting on INet's behalf will observe the Customer’s reasonable site access regulations as advised by the Customers during the site visit. INet shall use reasonable endeavours to meet any agreed delivery dates for the supply of the Customer Premises Equipment and related accessories to the Customer. Time will however not be of the essence with regard to such supply and INet will not be liable for any costs and expenses incurred by the Customer as a consequence of such delay. INet may without the consent of the Customer employ the services of a sub-contractor to install the Customer Premises Equipment and undertake any works thereto. That the Internet service component of the Services is a shared resource and that the Internet bandwidth speeds quoted on the Tariff Guide are the local speeds provided by INet between the Customer’s Site and INet’s Data Centre in the local city and supplier in Nairobi and that the international bandwidth component of the Internet service is contended by all users (in a certain direct proposition to the local speed of the Service that the Customer has applied for), and that it is not economically viable under the terms of this Agreement that the local uncontended Internet bandwidth speeds are equal to, or same as, the international shared and contended bandwidth and that any representation by anyone, including INet’s agents, to the contrary is not valid and that nothing in this Agreement purports that the local bandwidth speeds quoted are equal to, or the same as, the speeds provided internationally. The Customer acknowledges and agrees that the Internet service component of the Services shall be subject to a Fair Use Policy as more particularly described in a schedule of the Application Form and deemed accepted by the Customer upon application for the Services, and as may be modified from time to time by INet and communicated to the Customer at the email address specified in the Application Form, or at such other email address as may be notified to INet in writing from time to time or as may be published and updated by INet on its website from time to time.

Equipment & Care

INet provides the Customer with Customer Premise Equipment to assure compatibility of its Network and Services and Customer and must not in any way interfere, alter or modify the Customer Premises Equipment or any embedded software supplied as part of the Customer Premises Equipment nor allow anyone (other than an authorised INet representative) to do so.

INet may provide the Customers with Customer Premise Equipment of varying capability based on the initial Services selected by the Customer in the Application Form.

The Customer acknowledges and agrees that the Customer Premise Equipment shall at all times belong to, and remain the property of, INet throughout the duration of this Agreement and that upon termination of this agreement INet shall recover from the Customer’s premises all of the said Customer Premises Equipment.

The Customer agrees to be fully responsible for good care of the Customer Premise Equipment during the term of this Agreement and to immediately notify and cooperate for the uninstallation and recovery of the equipment by an authorised INet agent upon the termination of this Agreement as provided herein, including allowing INet access, without delay, to the Customer Site to uninstall and recover the equipment. The Customer is responsible for the care and safety of the Customer Premises Equipment and must not add to, modify, reverse engineer, decompile or in any way interfere with the Customer Premises Equipment or any embedded software supplied as part of the Customer Premises Equipment nor allow anyone (other than an authorised INet representative) to do so.

Any Customer Equipment connected to the Customer Premises Equipment or otherwise used to access the Services must be technically compatible with the Customer Premises Equipment and the Services and shall be connected and used in accordance with such reasonable instructions, safety and security procedures as may be advised by INet at the time of installation.

Save where title to the Customer Premises Equipment has passed to the Customer following the payment to INet by the Customer of any monies payable for the purchase of the Customer Premises Equipment, the Customer shall be liable to INet for any loss of or damage to the Customer Premises Equipment, except where such loss or damage is due to fair wear and tear or is caused by INet, or anyone acting on INet’s instructions.

The Customer recognises that no right, title or interest in the software contained in the Customer Premises Equipment vests in the Customer. INet accepts no liability for any loss suffered by the Customer or any third party as a result of the Customer’s misuse of the Customer Premises Equipment or for any accidental damage. For the avoidance of doubt the provisions of clause 7 will apply to the sale and supply of Customer Premises Equipment by INet other than the fact that INet’s total liability in respect of any Customer Premises Equipment shall be limited to the value of the Customer Premises Equipment.

The Customer shall immediately notify INet of any fault, damage, loss, or theft of any Customer Premise Equipment and shall be responsible for its replacement costs at the prevailing retail costs of the equipment. Such replaced Customer Premise equipment shall remain the property of INet. Without prejudice, INet shall only be responsible for the replacement of the Equipment in the case of manufacturer’s defects covered by Warranty. INet shall use reasonable endeavours to extend to the Customer the benefit of any warranty as may be provided to INet (subject to any limitations and restrictions thereon) by the manufacturers of such Equipment, provided that any expense reasonably incurred by INet in extending such benefit shall be levied to the Customer’s account and payable by the Customer.

Save for the above, all conditions or warranties in relation to any INet Equipment including the Customer Premise Equipment are excluded to the fullest extent provided by law including but not limited to any warranties and conditions expressed or implied by statute. Any warranty in relation to the Customer Premise Equipment will be deemed null and void should any damage or failure be as a result of failure to protect the Equipment by use of appropriate uninterruptible power supply or power surge systems, or as a result of any misuse of or tampering or interference with any INet Equipment by the Customer.

The Customer shall give possession to INet or its authorised agents any INet Equipment that the Customer believes to be damaged, faulty or defective, together with all Equipment documentation that was supplied by INet by the Customer, within ten (10) business days of finding the fault or defect. For the purpose of this clause, business day means Mondays to Fridays between the hours of 0800 and 1700, excluding public holidays. INet shall then expeditiously provide the Customer with the available options to restore the Services, including replacing the defective equipment at the Customer’s cost.

If the Services are terminated for whatever reason, the Customer shall immediately notify INet and initiate provision of access to the Customer Site for INet's authorised agents for the purpose of uninstalling and recovery of the Customer Premise Equipment and any other INet Equipment. The Customer shall have possession of the Router and hence the warranty Terms and conditions governing the Router will be as per the Router manufacturers

Use of the Services

The Services are intended for private, personal or family residential use and enjoyment and for Small and Medium Enterprises businesses. The performance of Internet component of the Services depends on personal Internet usage behavior as defined in the Fair Usage Policy appended to this agreement and Customer may experience degraded performance depending on his usage. INet advises the Customer, when applying for the Services or during any Term of the agreement, to consult the Tariff Guide and with INet’s sales representatives for:

advice on the best possible service package for the number of concurrent users that the Customer expects to use the Services; advice on the service options for mission critical data business, commercial and public uses under a totally separate agreement and terms and conditions not covered by this Agreement.

Access passwords: The Customer shall be granted access to the Services by INet through the use of certain passwords. The Customers shall exercise all due care and diligence in order to ensure the secrecy and confidentiality of the access passwords at all times. The Customer shall not disclose their access passwords to any third parties, or aid access to the Services to third parties outside the Customer Site and Customer’s control, save with express written permission of INet.

The Customer shall not utilise and shall ensure that no other person utilising the Customer’s access to the Services uses the Services: for resale or redistribution to any other person or entity; or for storing, reproducing, transmitting, communicating or receiving any Offending Material; or for fraud or for any criminal purpose or in a manner that is contrary to any regulatory or legal requirement; or to cause annoyance, inconvenience or needless anxiety to any person; or contrary to any other instructions that may be communicated by INet to the Customer from time to time. Upgrade and Downgrade of the Services by the Customer The Customer may make an application to INet to Upgrade or Downgrade the Services as and when required by completing such Upgrade application form on the official INet website

The Customer agrees that a request for an upgrade or downgrade of service will be charged at the prevailing market rates and such payment will be made to INet prior to the next billing date. The Upgrade or Downgrade of service will be affected at the next billing date.

Any applicable Deposits and/or Installation Charges shall be payable upon acceptance of the Customer’s application and prior to the Upgrade. INet shall effect the Upgrade on the Customer’s next monthly billing anniversary from the date of acceptance of the Customer’s application and payment of the applicable upgrade Charges and any outstanding amounts due and payable to INet by the Customer prior to the Upgrade.

Suspension or Variation of the Services

INet may in its sole discretion suspend or vary the Services without liability to compensate the Customer for any period during which: INet is required or requested to comply with an order or instruction of or on recommendation from the Government, court, regulator or other competent authority;

INet reasonably suspects or believes that the Customer is in breach of the Terms and Conditions of this Agreement or any other Terms and Conditions referred to herein;

such a suspension or variation is necessary to facilitate modifications to, or allow for planned maintenance of the Network provided that Customer is given reasonable notice of such suspension, termination or variation; and the Customer has not paid the Charges by the due date as provided in clause 6.2.

The Customer shall reimburse INet for all reasonable costs and expenses incurred as a result of the suspension, termination or variation of the Services where the suspension, termination or variation is implemented by INet as a result of any act or omission by the Customer. The Customer will be liable for all periodic charges during any period of suspension where such suspension is occasioned by an act or omission of the Customer.

PAYMENT TERMS

Unless otherwise specified by INet: Any applicable Deposits and/or Installation Charges shall be payable upon acceptance of the Customer’s application and prior to connection to the Network. Installation will only commence on full payment of the Bill Other Charges applicable to the Services shall be as set out or referred to in INet’s Tariff INet will, if the Customer so requests, issue and email an invoice to the Customer upon prepayment for the Services, at the email address specified in the Application Form, or at such other email address as may be notified to INet in writing from time to time. If prepayment has not been received by INet by the due date of the Customer’s monthly billing anniversary then INet shall suspend the Customer’s access to the Services until receipt of pre-payment in full. If INet does not receive payment for the Services provided to the Customer that INet is entitled to for the Initial term and any Additional Terms for a continuous period of 15 days, INet shall:

initiate the uninstallation and collection of the Customer Premise Equipment and the Customer, unless they make good the payment due if full, shall cooperate without delay with INet in the recovery of the Customer Premise Equipment; Without prejudice to any other right or remedy, INet reserves the right to set off any amount owing at any time from the Customer to INet against any deposits or prepayment held by INet for the Customer under this Agreement.

EXCLUSION OF LIABILITY

The Customer agrees that the following exclusions of liability are reasonable: INet, its officers, employees, sub-contractors agents and partners will not be liable to the Customer or any party for: any direct, indirect, anticipated savings, goodwill, consequential, incidental or special loss, corruption or loss of data, injury, loss of life, destruction of property or damage to Customer Site or adjacent property or other costs arising out of or in connection with this Agreement in contract or tort or otherwise for any loss including as a consequence of a failure or delay in availability of the Network notwithstanding INet’s awareness of the possibility of the Customer incurring the same; any losses arising in connection with (i) Force Majeure events or other circumstances outside our control or outside our knowledge or that of any nominated sub-contractors (ii) subject to clause 4.1(f) above, any unforeseeable acts or omissions or negligent acts on the part of INet’s service providers, suppliers, contractors, agents or employees; the loss, late receipt or non-readability of any download, transmission, or other communications or loss of data, data privacy or security transmission; for any damage to the Customer Equipment or loss of data following the use of the Services. The Customer acknowledges and accepts that INet does not guarantee the security of the Services against unlawful access or use, the Customer shall therefore be required to take reasonable precautions while using the Services and the Customer shall in addition be required to adopt such appropriate security measures against unauthorised access to and interference with the Customer Equipment, associated software or equipment, hardware and data (including back up) as the Customer deem necessary; and any charges or losses incurred as a result of or unauthorised use of the Services including following a theft of the same. Except as provided in this Agreement, INet provides no warranties, conditions or guarantees as to the description or quality of the Services and all warranties, conditions or guaranties implied by or expressly incorporated as a result of custom and practice, statute, common law or otherwise are hereby expressly excluded so far as is permitted by law. Notwithstanding any other provisions of this Agreement, the Customer confirms and undertakes to indemnify and keep indemnified INet on demand for and against all proceedings, costs (including reasonable legal fees), claims, damages, expenses and liabilities of whatsoever nature howsoever suffered or incurred by INet arising out of or by reason of any act or omission on the part of the Customer, the Customer’s employees, representatives or agents in the performance of the Customer’s obligations under this Agreement including but not limited to any breach or non-compliance with any terms of this Agreement or negligence.

FAULT REPORTING AND REPAIR

If the Customer reports a fault in the Services, INet will remedy the fault within the timelines defined upon reporting of the fault.

If work of any kind done by INet in response to a complaint made by the Customer of a fault in the Service reveals, no such fault, or the fault is found not to be in the Service, or the fault is as a result of the Customer’s Equipment or otherwise caused by the Customer’s default or failure to comply with such operational instructions as have been issued by INet, INet shall be entitled to demand payment from the Customer for the work done by INet or its authorised contractor and/or refund any money expended by INet in this regard.

EFFECT OF TERMINATION

Termination shall not affect any provision of this Agreement expressed to have effect after termination, or any other rights either Party may have against the other Party subsisting at the time of termination. INet shall use all reasonable endeavours to disconnect the Customer Premises Equipment from the Network and to uninstall and recover the Customer Premise Equipment for the Customer Site immediately upon notice to do so. The Customer shall allow INet or INet’s authorised representatives to uninstall and recover its Customer Premise Equipment and any other INet Equipment at the Customer Site without delay.

VARIATION OF THE AGREEMENT

INet may change this Agreement at any time upon issuance of a thirty (30) days’ notice to the customer. In addition to INet’s right to change this Agreement under clause 10.1 above, INet may also change this Agreement at any time with the agreement of the Customer. INet will give the Customer written notice of the changes and publish details of any change on the INet Website at least 28 days before the change is to take effect. The Customer shall, within 28 days of the service of INet’s notice (or such other period as may be set out in INet’s notice) of the changes, communicate its acceptance or rejection of the proposed changes. INet shall deem the Customer as having accepted the proposed changes if it does not receive the customer’s rejection within the provided 28 days.

NOTICES

The Customer must notify INet of any change of address, user or contact detail immediately upon such change been effected. The Customer agrees that in the event the change includes a physical change of address the Customer will notify INet to effect the removal of the Customer Premises Equipment and the installation of the same at the new address of the customer. For the avoidance of doubt the Customer will not uninstall or cause to be uninstalled the Customer Premises Equipment without the prior authorisation of INet. Any notices in regard to any information that INet may wish to send to the Customer from time to time including but not limited to variations to these modifications/variations to the Services or Tariffs, any promotions and other information will be at the email address specified in the Application Form, or at such other email address as may be notified to INet in writing from time to time, or on INet’s website https://www.inet.africa, or through advertisement in a daily newspaper. The Customer will be deemed to have been bound by such variation by continuing to use the Services.

GOVERNING LAW

The construction, validity and performance of this Agreement shall be governed in all respects by the Laws of Kenya.