Confidential
Service Schedule - Global Customer Premises Equipment
(CPE) Solutions
Service Terms
1
General
1.1
The terms of this Service Schedule apply to CPE Services specified in an Order.
2
Global CPE Solutions Service Description
2.1
Customer’s Global CPE Solution provides Customer with CPE supply, maintenance, installation and
configuration, and, if ordered, management of Customer’s CPE Service.
2.2
Each “CPE Service” may comprise of one or more of the following, as set out in the Order for that CPE
Service:
(a)
CPE which can be either:
(i)
leased to Customer, as described in Section 19 (CPE Lease); or
(ii)
sold to Customer, as described in Section 20 (CPE Sale),
(CPE Supply);
(b)
installation and configuration of CPE, as described in Section 21 (CPE Installation and
Configuration); and
(c)
maintenance of CPE, as described in Sections 21.13 and 21.14 (CPE Maintenance).
2.3
The relevant sections of this Service Schedule describing each component of a CPE Service, as set out in
Section 2.2 above, only apply if Customer is acquiring that component of the CPE Service from Telstra.
2.4
A reference to a CPE Service in this Service Schedule is a reference to each CPE Service supplied by Telstra
to Customer under this Agreement.
2.5
The CPE Service is a Global Service.
3
Service Term
3.1
The Service Term for each CPE Service provided under this Service Schedule commences on the Service
Start Date and continues for the Service Term unless terminated or renewed.
3.2
Telstra will notify Customer when a Service is connected and ready for use by Customer. Telstra will
commence billing Customer on that date (Service Start Date).
3.3
The initial Service Term (or Minimum Period) for a CPE Service is specified in the Order for that CPE Service
or if no period is specified then the initial Service Term (or Minimum Period) is 12 months (Initial Period).
3.4
After the Initial Period the Service Term for each CPE Service automatically extends on a month to month
basis on the existing terms and conditions, unless either party notifies the other by giving at least 60 Business
Days notice that it does not wish the Service Term to extend automatically (Renewal Period).
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4
Associated Service
4.1
Customer may only use the CPE Service in conjunction with an Associated Service agreed by Telstra. Such
Associated Service must be procured separately from Telstra pursuant to the terms and conditions contained in
the Agreement and the applicable Service Schedule or Service Attachment for the Associated Service, and is
subject to additional charges and an independent Service Term as specified in the applicable Order for the
Associated Service.
4.2
If the Associated Service for a CPE Service is cancelled by Customer then that CPE Service is also cancelled
with effect from the same date as the Associated Service unless:
(a)
otherwise agreed by Telstra in writing; or
(b)
a replacement Associated Service is provided by Telstra.
4.3
At no time will cancellation of the CPE Service automatically imply cancellation of the Associated Service. Such
Associated Service may only be terminated in accordance with its terms.
4.4
For the purposes of this Service Schedule, the cancellation of an Associated Service for a CPE Service is an
Early Termination Event and Section 7 may apply.
5
Ordering CPE Services
5.1
Customer must submit an Order to Telstra to order a new, or to vary or cancel an existing CPE Service.
5.2
Telstra may accept Customer’s Order, request that Customer provide Telstra with further details or reject
Customer’s Order.
5.3
Telstra may cancel an Order for CPE Supply without liability to Customer if Telstra is unable to obtain the CPE
set out in the Order.
5.4
Customer warrants that any person that submits an Order to Telstra is duly authorized to do so. Telstra is
entitled to rely on each Order on that basis.
6
Maintenance and support for CPE
6.1
Unless Telstra provides CPE Maintenance to Customer, Telstra is not responsible for providing, and has no
liability in relation to the maintenance and support services for the CPE.
6.2
If Telstra does not provide CPE Maintenance to Customer, Customer agrees to liaise directly with the
manufacturer of the CPE in relation to any maintenance, support or manufacturers warranty for the CPE.
7
Early Termination Fees
7.1
If an Early Termination Event occurs during:
(a) the Installation Period for a CPE Service, the Early Termination Fee is a sum equal to:
(i)
the costs reasonably incurred by Telstra up to the date of the Early Termination Event; and
(ii)
a sum equal to any amounts payable by Telstra to Telstra’s Service Provider for termination
of that CPE Service prior to the end of the Initial Period;
(b) the Initial Period, the Early Termination Fee will be a sum equal to the monthly charges that would have
been payable by Customer for the CPE Service for the remainder of the Initial Period if the Early Termination
Event had not occurred.
7.2
Where an Early Termination Event occurs after the Initial Period and less than 60 Business Days notice is
given, the Early Termination Fee will be a sum equal to the monthly charges that would have been payable by
Customer for the CPE Service for the period by which the notice given is less than 60 Business Days.
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8
Software supplied with the CPE
8.1
Software may be incorporated into or provided for use in or with the CPE (Software).
8.2
The Software is subject to the terms of the license agreement provided with the CPE.
8.3
If there is no license agreement for the Software, Telstra grants Customer a personal, revocable and nonexclusive right to use the Software solely in connection with the CPE.
8.4
Customer may not sub-license the Software.
9
Restrictions on use
9.1
Customer must not:
(a)
disassemble, decompile or otherwise reverse engineer the CPE or Software or otherwise attempt to
learn the source code, structure, algorithms or ideas underlying the CPE or Software;
(b)
rent, lease or otherwise provide temporary access to the CPE or use the CPE for the benefit of any
third party;
(c)
copy or modify the CPE or Software;
(d)
remove any names, designations or notices from the CPE;
(e)
publish or provide to any third party, results of any benchmark or comparison tests of the CPE; or
(f)
allow others to do any of the above.
10
Charges
10.1
The charges payable by Customer to Telstra for each CPE Service are set out in the Order for that CPE
Service and may include:
(a)
fixed non-recurring charges;
(b)
fixed monthly recurring charges; and
(c)
for a variation of an existing CPE Service (such as adds, moves and changes), charges as advised by
Telstra.
10.2
Telstra may charge Customer an ancillary charge for additional work, equipment or other services provided by
Telstra (Ancillary Charge) which are not covered by the charges set out in Section 10.1(a) above. Ancillary
Charges form part of the charges for the CPE Service.
10.3
Ancillary Charges are payable:
10.4
(a)
where Telstra attends at Customer’s Site to fix a Fault reported by Customer where there is no Fault or
the Fault is not covered by CPE Maintenance;
(b)
where, in the case of CPE which is leased to Customer, that CPE is not returned to Telstra in the same
condition as it was in on the commencement of the Initial Period, fair wear and tear in the course of use
by Customer of the CPE in accordance with this Service Schedule excepted; and
(c)
the provision of onsite CPE Maintenance outside of Business Hours, except where required as a part of
Customer’s CPE Maintenance offering.
The Ancillary Charge will be either:
(a)
specified in the Order; or
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(b)
if not specified in the Order:
(i)
notified by Telstra to Customer in writing before Telstra commences the work to which the
Ancillary Charge relates; or
(ii)
if no notice has been given, calculated by Telstra using Telstra’s then current time and
materials rates.
11
Agents and contractors
11.1
The CPE Service may be provided in whole or part by one or more agents or contractors on Telstra’s behalf.
Where Telstra is supplying Customer with CPE Installation and Configuration, Telstra may require that
Customer deal directly with Telstra’s nominated agent or contractor to arrange installation of the CPE. In
addition, Telstra’s nominated agents or contractors (including affiliates of Telstra) may hold (and in the leasing
context, retain) title to the CPE.
12
Customer’s other responsibilities
12.1
Customer must:
(a)
install and use the latest Operating System Software Update if required by Telstra to correct a reported
Fault;
(b)
not move the CPE without Telstra’s consent. If Customer wishes to move the CPE to a new location
within a Site or to a new Site, Customer must submit an Order and, if accepted by Telstra, Telstra will
remove and re-install the CPE in the new location or Site, as specified in the Order;
(c)
take, and ensure that relevant third parties take, all reasonable steps to ensure the security and safety
of the CPE and Telstra’s employees, agents and contractors accessing the Site;
(d)
notify Telstra immediately of any damage, fault, theft or loss of the CPE;
(e)
not, and must not allow third parties to, alter, tamper with or attempt to repair the CPE;
(f)
comply with Telstra’s reasonable instructions to protect Telstra’s ownership of the CPE;
(g)
give Telstra not less than 1 Business Days written notice of anything in the configuration of the CPE or
connected systems which may affect the functioning of the CPE or Fault detection or rectification by
Telstra;
(h)
provide Telstra, its agents and its subcontractors access to Customer’s Site in order to perform the
CPE Services; and
(i)
not connect, and must ensure that third parties do not connect, the CPE to any other equipment or
service except as expressly authorized by Telstra.
13
Export regulations
13.1
Customer acknowledges that the CPE (including the Operating System Software) and technology or direct
products thereof, supplied by Telstra under this Agreement are subject to export controls under the laws and
regulations of the United States (U.S.) or other countries.
13.2
Customer must comply and must ensure that users of the CPE (and separately the Operating System
Software) comply, to the extent required by law to do so, with the U.S. Foreign Corrupt Practices Act and all
applicable export laws, restrictions and regulations of any United States or foreign agency or authority and
must not, and must ensure that users of the CPE do not, export or re-export, or allow the export or re-export of,
any product, technology or information it obtains or learns pursuant to this Service Schedule (or any direct
product thereof) in violation of any such laws, restrictions or regulations to the extent Customer is subject to
and required by law to comply with such laws, restrictions or regulations.
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13.3
Customer indemnifies Telstra against all loss, damage, liability, costs or expenses incurred by Telstra as a
result of a claim against Telstra arising from or in connection with any breach of this Section 13 by Customer.
14
Warranties
14.1
Where Telstra sells the CPE to Customer, Telstra will use reasonable endeavours to pass to Customer, at the
time title passes to Customer, the benefit of any warranties given to Telstra by the Telstra’s Service Provider in
respect of the CPE purchased by Customer.
14.2
The warranties will not apply to CPE that:
(a)
has been altered, repaired or maintained by a party other than Telstra;
(b)
has not been operated in a suitable environment in accordance with the manufacturer’s specifications;
or
(c)
has been subject to abnormal physical or electrical stress, misuse, negligence or accident.
14.3
CPE IS PROVIDED ON AN AS-IS BASIS. As provided for in the Agreement Terms, Telstra disclaims all
warranties, including warranties of merchantability and fitness for a particular purpose.
14.4
Telstra does not warrant that the CPE will operate in all combinations of hardware and software which may be
selected for use by Customer or that the Software is error free, or that use of the CPE will be uninterrupted.
15
Additional Limitation of liability
15.1
In addition to other Exclusion Events and to provide an example of an applicable Exclusion Event, Telstra
expressly confirms that Telstra will not be responsible for any issues raised by or otherwise liable for any claim
based upon the combination, operation or use of any CPE with equipment, devices or software which was not
supplied by Telstra or Telstra’s Service Provider. Neither Telstra nor Telstra’s Service Provider will be
responsible for any issues raised by or otherwise liable for any claim based upon alteration or modification of
any CPE supplied.
15.2
Notwithstanding any other provision of this Service Schedule, neither Telstra nor Telstra’s Service Provider will
be liable for any claim based on Customer’s use of the CPE as shipped if:
(a)
Telstra or Telstra’s Service Provider have informed Customer of modifications or changes in the CPE
required to avoid such claims;
(b)
Telstra or Telstra’s Service Provider have offered to implement those modifications or changes; and
(c)
such claim would have been avoided by implementation of Telstra or Telstra’s Service Provider’s
suggestions.
15.3
Section 15 applies in addition to Telstra’s other rights under this Agreement.
16
Licensing and intellectual property
16.1
If Customer purchases the CPE, Customer is granted a licence to use the Software, including the Operating
System Software, on the terms set out in this Service Schedule and any other terms notified to Customer
before title to the CPE is transferred to Customer.
16.2
Where Customer leases or purchases the CPE, Customer acknowledges that Customer is only licensed to use
the Operating System Software on the CPE and Customer must not:
(a)
copy, in whole or in part, the Operating System Software or associated documentation;
(b)
modify the Operating System Software, reverse compile or reverse assemble all or any portion of the
Operating System Software; or
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(c)
rent, lease, distribute, sell or create derivative works of the Operating System Software.
17
Return of Proprietary Information
17.1
Customer must immediately return to Telstra or any other party as directed by Telstra all the intellectual
property, or other information of a confidential and proprietary nature, of Telstra, Telstra’s Service Provider or
Telstra’s agents or contractors provided to Customer during the term of this Agreement which relates to a CPE
Service (including copies) in Customer’s possession, custody or control on termination of a CPE Service or this
Agreement at any time and for any reason.
18
Disclosure of information
18.1
Despite the confidentiality provisions in the Agreement Terms, Customer permits Telstra to disclose anything in
respect of this Service Schedule and the CPE to the supplier and/or manufacturer of the CPE (Telstra’s
Suppliers), and their employees, sub-contractors, advisers, accountants, auditors or other consultants, to the
extent necessary for Telstra to comply with Telstra’s contractual obligations to Telstra’s Suppliers.
19
CPE Supply – CPE Lease
CPE Lease
19.1
Telstra, or a designated Telstra Affiliate or Service Provider (each, as applicable, a Telstra Lessor) will lease
and supply CPE to Customer for Customer’s use at Customer’s Sites.
19.2
CPE is a Facility for the purposes of this Agreement.
Delivery and Delivery Date
19.3
Telstra will deliver the CPE to the address set out in the Order (Delivery Address) during office hours.
19.4
Supply of the CPE is subject to availability.
Customer obligations
19.5
Customer is liable for any theft, damage or loss to the CPE while located at Customer’s Premises. Customer
agrees to take out appropriate insurance (with a reputable insurer approved by Telstra) to address these risks.
19.6
Customer acknowledges that no agreement or representation has been made which will entitle Customer to
acquire the CPE.
19.7
Customer agrees to:
(a)
provide an environment where the CPE can be housed in a safe secure area and is readily accessible
to Telstra;
(b)
take, and ensure that Customer’s employees, agents, contractors and other persons at Customer’s
Premises take, all reasonable steps to ensure the security and safety of the CPE and Telstra’s
employees, agents and contractors accessing the Premises;
(c)
not to move, cover, tamper, repair, adjust or modify the CPE;
(d)
not attempt to sell, dispose of or encumber the CPE in any way;
(e)
not alter any identifying markings on the CPE;
(f)
allow Telstra to inspect and maintain the CPE at any reasonable time upon Telstra first giving Customer
reasonable notice;
(g)
repair or replace, or pay Telstra the cost of repairing or replacing, at Telstra’s election, any CPE which
is destroyed, damaged, lost or stolen at any time during the Service Term; and
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(h)
at the end of the Service Term, at Customer’s expense, deliver the relevant CPE in good working order
and condition (reasonable wear and tear excepted) to such place as Telstra directs.
Passing of title and Risk
19.8
Risk in the CPE passes to Customer on delivery to the Delivery Address and transfers back to the applicable
Telstra Lessor when Customer delivers the CPE back to the applicable Telstra Lessor or Telstra collects it from
the Delivery Address.
19.9
Title to the CPE remains with the Telstra Lessor (or Telstra’s Service Provider which provides the CPE to
Telstra) at all times. Customer acknowledges that the Telstra Lessor’s title (or the title of Telstra’s Service
Provider) is not affected by any applicable law concerning fixtures.
Removal
19.10
19.11
20
Within 5 Business Days of the termination or expiry of the relevant Service Term, Service Schedule or this
Agreement, Customer must :
(a)
at Customer’s own expense, return the CPE to a location specified by Telstra; and
(b)
return the CPE to Telstra in the same condition as it was on the commencement of the Initial Period,
fair wear and tear in the course of use by Customer of the CPE in accordance with this Service
Schedule excepted.
If Customer does not return the CPE to Telstra as specified in:
(a)
Section 19.10(a), Telstra may, without giving prior notice, enter the relevant Site, disconnect and
remove the CPE and transport the CPE to Telstra’s premises or other location Telstra requires, for
which Customer must pay an Ancillary Charge covering Telstra’s reasonable costs; and
(b)
Section 19.10(b), Telstra may require Customer to pay an Ancillary Charge to cover the reasonable
costs of repairing the CPE or if not reasonably repairable, the costs of purchasing new replacement
CPE which provides equivalent functionality.
CPE Supply – CPE Sale
Agreement to purchase
20.1
Customer agrees to purchase from Telstra or a designated Telstra affiliate or Service Provider (each, as
applicable, a CPE Vendor; references to Telstra in this Section 20 may, to the extent applicable, refer to
another CPE Vendor), and Telstra agrees to sell and supply to Customer, the quantities of the CPE at the price
set out in the Order and on the terms and conditions of this Agreement.
Delivery and Delivery Date
20.2
Telstra will deliver the CPE to the address set out in the Order (Delivery Address) during office hours.
20.3
Supply of the CPE is subject to availability.
Passing of title and Risk
20.4
Risk in the CPE passes to Customer on delivery to the Delivery Address.
20.5
Title to the CPE remains with the CPE Vendor until Customer pays Telstra the full purchase price for the CPE.
Until the full purchase price of the CPE has been paid:
(a)
all amounts outstanding in relation to the CPE shall become immediately due and payable if an
administrator, receiver, liquidator or provisional liquidator is appointed to Customer, or Customer
resolves to enter into any settlement, moratorium or similar arrangement for the benefit of Customer’s
creditors, or Customer is unable to pay Customer’s debts when they are due;
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21
(b)
Customer shall hold the CPE as bailee for the CPE Vendor (and will return the CPE to Telstra or such
CPE Vendor if so requested at Customer’s cost); and
(c)
Telstra or the applicable CPE Vendor is irrevocably authorized to enter any Site where the CPE is kept,
and to use Customer’s name and to act on Customer’s behalf to recover possession of the CPE.
CPE Installation and Configuration and CPE Maintenance
CPE Installation and Configuration
21.1
CPE Installation and Configuration provides installation of CPE supplied by Telstra at Customer’s Site and
configuration of that CPE.
21.2
Telstra will endeavour to carry out the duties as described in this Section 21. If Telstra is unable to carry out
duties by the stated dates, such inability will not constitute a breach of this Agreement and Telstra will liaise
with Customer to arrange other suitable dates to carry out the duties.
21.3
Telstra will deliver CPE to Sites as listed in the Order.
21.4
Telstra will:
21.5
(a)
give Customer at least 4 Business Days notice of the Installation Date, the hours during which Telstra
requires access to Customer’s Site (which will be during Business Hours unless otherwise agreed) and
any special site-access requirements;
(b)
deliver the CPE to the Site, by suitable means of transport by the Installation Date. Telstra may deliver
the CPE to Customer’s Site before the Installation Date, in which case, Customer must store the CPE in
a secure location;
(c)
unpack and make an inventory of the CPE;
(d)
install and configure the CPE in accordance with Customer’s instructions where provided or the Order;
(e)
connect the CPE to the Associated Service;
(f)
connect electrical power to the CPE and validate the expected equipment boot sequence;
(g)
install the Operating System Software;
(h)
test the CPE against the ready for function criteria provided by Customer, such criteria to be reasonably
acceptable to Telstra;
(i)
if the CPE fails in testing against the ready for function criteria provided by Customer, notify Customer
accordingly and work with Customer to revise the ready for function criteria and CPE configuration to
the extent reasonably necessary; and
(j)
where required, test Customer’s ability to remotely access and test the CPE.
Telstra is not responsible for:
(a)
any inability to meet ready for function criteria provided by Customer where the CPE configuration
provided by Customer is inaccurate or incomplete;
(b)
any customisation of software or any installation of software other than the Operating System Software;
(c)
resolving Operating System Software or CPE hardware problems caused by third-party products, or by
factors beyond Telstra’s reasonable control;
(d)
providing any hardware, unless separately ordered from Telstra by Customer, required to run new or
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updated Operating System Software;
(e)
the condition and maintenance of the Site and the installation and maintenance of all in-premises
cabling, including cabling from the NTU to the CPE, which are Customer’s sole responsibility; or
(f)
any defects caused due to moving the CPE from the place where Telstra originally installs it for
Customer.
Customer obligations in relation to CPE Installation and Configuration
21.6
Customer must provide, at Customer’s cost, any assistance Telstra reasonably requires to install and
commission the CPE, including:
(a)
making available a suitable place for delivery, storage and installation of the CPE;
(b)
providing facilities such as power and air conditioning or as otherwise requested by Telstra;
(c)
prior to commencement of CPE Installation and Configuration, placing the CPE in its desired location;
(d)
designating a Site co-ordinator who will be available during the installation and commissioning of the
CPE and has authority to make decisions on Customer’s behalf;
(e)
providing information about Customer’s Site, including environmental, fire protection and utility services
and the location of existing cables, within 2 Business Days’ of Telstra’s request;
(f)
giving Telstra’s employees, agents and suppliers access (including escorted access if Customer
reasonably requires) to Customer’s Site to check progress on Site preparation and install, maintain,
repair, replace and remove the CPE and any associated cabling and other equipment;
(g)
allowing Telstra personnel to use a voice telephone line and telephone number at Customer’s Site for
purposes related to the CPE Service if required;
(h)
provide a minimum configuration file in text format setting out the configuration Customer requires
Telstra to enter in the CPE;
(i)
provide access to a trivial file transfer protocol server for Customer’s network software downloads, if
required; and
(j)
ensure that during Installation and Configuration and, if Telstra requires, CPE Maintenance, Customer’s
technical personnel with a knowledge about the systems at Customer’s Site are present.
Rescheduling of the Installation Date
21.7
21.8
If Customer gives Telstra less than 12 Business Days notice of a request to change the Installation Date,
Customer’s Site is not ready for Telstra to commence the installation or Telstra is unable to gain access to the
Site on the Installation Date, or the Installation Date is rescheduled for some other reason attributable to
Customer, Customer will incur a rescheduling fee equal to:
(a)
fifty percent of the non-recurring charge; or
(b)
if no separate non-recurring charge is payable under the CPE Service option chosen by Customer, a
sum equal to the amount charged to Telstra by Telstra’s Service Provider to reschedule the Installation
Date.
If Customer gives Telstra less than 2 Business Days notice of a request to change the Installation Date,
Customer will incur a rescheduling fee equal to:
(a)
100 percent of the non-recurring charge; or
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(b)
21.9
if no separate non-recurring charge is payable under the CPE Service option chosen by Customer, a
sum equal to the amount charged to Telstra by Telstra’s Service Provider to reschedule the Installation
Date.
If Customer gives Telstra notice of a request to change the Installation Date under Sections 21.7 or 21.8
Telstra may not be able to reschedule the installation to the date Customer requests.
Relocation of CPE
21.10
Customer must submit an Order to move the CPE to a new location. If Telstra accepts the Order, Telstra will
provide Customer with an Installation Date for installing and configuring of the CPE at the new location.
21.11
The scope of work will include the following:
21.12
(a)
uninstall the CPE from the existing location;
(b)
pack and ship the CPE securely to the new location; and
(c)
unpack and install the CPE, as per the scope of the original installation scope covered in Section 21.4
above.
Customer must pay Telstra:
(a)
an Ancillary Charge, as advised by Telstra, to cover the costs of Telstra relocating the CPE if Customer
requests the CPE be relocated within a Site; and
(b)
a fixed non-recurring charge, as advised by Telstra, if Customer requests CPE be located to another
Site.
CPE Maintenance
21.13
CPE Maintenance provides maintenance support for CPE located at Customer’s Site. Telstra may provide the
following CPE Maintenance services for Customer’s CPE, as set out in the Order:
(a)
remote (24 hours x 7 days a week) and, where available, on-site investigation and repair of Faults in
accordance with the CPE Maintenance hours of coverage and response times for the CPE
Maintenance Service Level Grade set out in the Order;
(b)
supply of standard parts and materials used to perform CPE Maintenance; and
(c)
installation of mandatory engineering and factory change notices, including software upgrades, issued
by Telstra’s Service Provider or CPE manufacturer.
21.14
If available for Customer’s Site, as advised by Telstra, Customer may select a CPE Maintenance Service Level
Grade in the Order, as described in Section 22.8 below, to apply to Customer’s CPE Maintenance.
22
Service Levels
22.1
Telstra will use reasonable efforts to meet the applicable service levels set out in this Section 22 (Service
Levels). The Service Levels only apply to Sites agreed by Telstra and specified in the Order.
Credits
22.2
To claim a Credit, Customer must follow the procedure set out in the Agreement Terms. If the Customer fails to
make a claim in accordance with this Section, the Customer is taken to have unconditionally and irrevocably
waived its right to claim the service credit and shall have no claim whatsoever against Telstra for its failure to
meet such Service Level in such month. Each Service Level is also subject to the Exclusion Events set out in
this Agreement.
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22.3
Customer’s sole remedy for Telstra’s breach of a Service Level shall be as expressly provided for in the
applicable Service Level and under no circumstances shall such breach or other failure to achieve such
Service Levels be deemed a breach of this Agreement by Telstra or entitle Customer to terminate the
unaffected CPE Services or the Agreement.
CPE Installation and Configuration Service Delivery - Service Provisioning Time (SPT)
22.4
Telstra will provide Customer with a service delivery date in writing for each CPE Service Telstra is providing
CPE Installation and Configuration for, after completing a feasibility assessment (Firm Delivery Date). Where
Telstra agrees to provide a SPT for a CPE Service, Telstra will install and make operational the CPE for that
CPE Service by the Firm Delivery Date.
22.5
If Telstra does not install and make operational the CPE by the Firm Delivery Date, and the Service Start Date
is delayed by Telstra beyond the Firm Delivery Date, Customer is entitled to claim a Credit of 5% of the
combined CPE Supply and CPE Installation and Configuration monthly recurring charge (the Relevant Credit
Charge) for the delayed CPE Service for each Business Day (in the jurisdiction(s) where the affected CPE
Service is being installed) of delay past the Firm Delivery Date up to a maximum of 30% of the Relevant Credit
Charge for the delayed CPE Service.
22.6
Where the Order for a CPE Service is changed at Customer’s request, then the SPT will not apply unless a
new feasibility assessment is conducted and Telstra advises Customer of a new Firm Delivery Date.
22.7
Where the performance of a CPE Service is affected by one or more of the Exclusion Events, Telstra has no
liability to Customer in respect of any guarantees or other obligations under a Service Level. When Telstra
calculates the average performance of a CPE Service, any period during which Exclusions Events apply and
the performance of the CPE Service during that period is disregarded.
CPE Maintenance
22.8
Each CPE Maintenance Service Level option, as described in the table below, provides different hours of
coverage and response times for onsite attendance (CPE Maintenance Service Level Grade). CPE
Maintenance Service Level Grades may not be available at all Sites. Telstra will advise Customer if a CPE
Maintenance Service Level Grade is available for CPE located at Customer’s Site. The target timeframe for
Telstra’s onsite technician to arrive at Customer’s Site commences from the time a Fault is confirmed by
Telstra and the onsite technician is dispatched to attend Customer’s Site.
CPE Maintenance
Service Level Grade
CPE
Maintenance
Service Level
Target
CPE Maintenance Service Level description
Gold
24x7x4
Onsite maintenance support 24 hours per day, 7 days per
week. 4 hour onsite response time.
Silver
8x5x4
Onsite maintenance support 8 hours per day, 5 days per
week. 4 hours onsite response time.
Bronze
8x5xNext
Business Day
(NBD)
Onsite maintenance support 8 hours per day, 5 days per
week. Next Business Day onsite response time.
22.9
No Credits are payable for Telstra’s failure to meet the CPE Maintenance Service Level.
23
Definitions
23.1
In this Service Schedule, unless otherwise indicated:
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Associated Service means another Service supplied by Telstra, which the CPE is used in conjunction with,
such as a Global WAN Solutions Service, a Global Internet Solutions Service or any other Global Service
agreed by Telstra.
Business Hours means the normal hours of business in the place in which the relevant Site is situated.
CPE means the customer premises equipment consisting of the hardware and Operating System Software
which Telstra:
(a)
provides CPE Supply and CPE Installation, and Configuration of; and/or
(b)
provides CPE Maintenance for,
under this Service Schedule.
CPE Maintenance Service Level Grade has the meaning set out in Section 22.8.
CPE Service has the meaning set out in Section 2.2.
Estimated Delivery Date means the date specified in the Order as the target date for delivery of a CPE
Service.
Fault means a malfunction or service difficulty in the hardware or the Operating System Software which
results in the hardware and/or the Operating System Software not operating in accordance with Telstra’s
Service Provider’s specifications, other than a problem which is caused by:
(a)
any Exclusion Event; or
(b)
operation or use of the CPE hardware and/or Operating System Software which is not in accordance
with Telstra’s instructions or the instructions or operating manuals of the Service Provider or
manufacturer.
Installation Date means the date Telstra will install the CPE as notified to Customer by Telstra.
Intellectual Property Rights means:
(a)
copyright, author’s rights and any related or neighbouring rights (including any copyright or other
exclusive right in or to any compilation or database);
(b)
all rights conferred under statute, common law or equity in relation to inventions (including patents),
registered and unregistered trademarks, registered and unregistered designs, circuit layouts and
confidential information;
(c)
all other rights resulting from intellectual activity in the industrial, scientific, literary or artistic fields; and
(d)
any similar or corresponding rights to the foregoing wherever subsisting in the world,
and includes applications for and the right to make applications for the grant of any of the foregoing.
Network means Customer’s network as described in the Order, comprising the CPE and Associated Services.
Operating System Software means the operating system software described in the manufacturer’s service
description for the CPE as being the standard ex-factory installation required to operate the CPE.
Operating System Software Update means an incremental release of Operating System Software that
provides maintenance fixes and may provide additional Operating System Software features.
Order means an order for a CPE Service (including a request to vary, reconfigure or cancel an existing CPE
Service) submitted to Telstra by Customer in the form specified by Telstra from time to time.
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Site means the location at which a CPE Service is provided to Customer.
Software means the computer programs relating to the operation of the CPE and includes firmware and
application software.
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