OFCA - Tariffs of Fixed Network Operators

Gazette No.: 7/2001 Published on 16 Feb 2001

FIXED TELECOMMUNICATION NETWORK SERVICE LICENCE
TELECOMMUNICATION ORDINANCE (Chapter 106)

In accordance with General Condition 20 of the Fixed Telecommunication Network Services (FTNS) License, Teleglobe Hong Kong Limited ("THK") hereby publishes the tariff and terms and conditions under which it will provide the following telecommunication service with immediate effect.

Section 1   Definitions and Interpretation

• • 1.1
    Agreement - Shall mean the Order Form, THKˇs Terms and Conditions and the provisions of this Tariff. In the event of a conflict between the provisions of the Order Form and THKˇs Terms and Conditions, the Order Form shall govern.
  • 1.2
    Carrier - Shall mean Teleglobe Hong Kong Limited ("THK" or "Teleglobe"), a Hong Kong corporation.
  • 1.3
    Customer - Shall mean the party accepting and signing the Order Form or Contract.
  • 1.4
    Internet - Shall mean the worldwide collection of private and public router-based networks that are interconnected via gateways and exchange points, and which all utilize the TCP/IP protocol suite.
  • 1.5
    Order Form - Shall mean the THK Order Form to which THKˇs Terms and Conditions and the provisions of this Tariff apply.
  • 1.6
    Service - The international private line or Internet service provided by THK as described in this Tariff.
  • 1.7
    Service Date - Shall have the meaning defined in the Order Form, Terms and Conditions, or contract.

Section 2  Description of Service and Rate Schedule

Section 3  .Provision of Services

• 3.1
  Term
  • 3.1.1
    The Term of the Order Form shall enter into effect on the date it is accepted by THK in writing and shall continue for a period of the specified number of years or months stated in the Order Form after the Service Date. Renewal of the Term shall be governed by the Order Form and Terms and Conditions.
  • 3.1.2
    THK shall endeavor to commence delivery of Services as soon as practicable upon the completion of provisioning and testing which date shall be notified to the Customer in writing. The Customer shall be solely responsible to accept delivery of the Services and to coordinate the provisioning of its respective facilities and equipment by the Service Date and shall indemnify THK for any costs incurred by THK as a result of Customerˇs failure to do so.
• 3.2
  Use and Limitations of Service
  • 3.2.1
    The Service shall be provided, and shall be used by the Customer, in accordance with the mode, speed and configuration specified in the Order Form. The Service shall be provided between the points of origin and destination stated in the Order Form. The Customer shall be responsible for the costs of any relocation of the Service.
  • 3.2.2
    Customer shall, upon receipt of reasonable notice from THK (where circumstances allow), and subject to compliance with Customerˇs reasonable security procedures, allow the agents and employees of THK reasonable access and entry to the premises at which the Service will be provided to install, inspect, repair or remove its facilities and/or equipment, or to perform necessary inspections or maintenance in cases of network-affecting disruptions involving customer-provided facilities.
  • 3.2.3
    In the event THK is required to conduct an on-site inspection due to interference or problems with the Service, and if THK determines that such interference or problem arises from Customerˇs use of non THK-provided or approved equipment or facilities or for any other cause attributable to the Customer, the Customer shall pay for the cost of such visit and inspection at THK then-current standard rates.
  • 3.2.4
    Customer may not rearrange, disconnect, remove, repair or otherwise interfere with THK facilities or equipment, wherever located, unless authorized in writing by THK. It shall be the responsibility of the Customer to ensure that the technical characteristics of the Customer-premises equipment, excluding equipment specifically approved by THK at the points of origin and destination, do not interfere with or otherwise degrade the Service. In cases where additional protective equipment is required, it shall be at the Customerˇs expense.
  • 3.2.5
    THK reserves the right to cancel and/or temporarily suspend Services with Customer if the Customer is engaging in activities which may potentially or actually cause disruption or damage to THKˇs network. THK shall use reasonable efforts to provide the Customer with advance notice of such suspension and in any case shall endeavor to provide written confirmation of such action within a commercially reasonable time thereafter.
  • 3.2.6
    Customer shall be solely responsible for procuring, at its own cost and expense, the equipment, software and facilities that are required to enable connectivity to the Service. Customer also shall be solely responsible for the installation, operation and maintenance of such equipment, software and facilities.
  • 3.2.7
    Customer shall not use the Service for any purpose prohibited under applicable law. Customer understands that transmission of any material in violation of Hong Kong law and/ or applicable regulations is prohibited, including without limitation, any copyrighted material, threatening or obscene material and material protected by trade secret. Customer agrees to indemnify and hold harmless THK from any claims, costs, fines, penalties, damages, fees and other expenses resulting from Customerˇs misuse of the Service for illegal, infringing, or unauthorized purposes. In addition, Customer agrees that if its use of the Service does not conform to acceptable use guidelines set forth by the Internet Society (www.isoc.org/internet/conduct), THK may, at its sole discretion, immediately terminate the Service, paragraph 3.8.1 of this Tariff notwithstanding.
• 3.3
  Payment and Billing
  • 3.1.1
    Commencing on the Service Date, THK shall invoice the Customer in advance for the Service. Any non-recurring (i.e. inspection, maintenance service) charges shall be invoiced in arrears as soon as practicable after the month to which such non-recurring services relate. In no event shall THK be responsible for any fraudulent or unauthorized use of the Service or any amounts Customer is unable to collect from its customers or end users.
  • A
    Commencing on the Service Date and throughout the Term, Customer shall pay to THK for the Service a monthly recurring charge as stated in the Order Form (the "Monthly Charge" or "Monthly Access Charge"), which Monthly Access Charge shall cover the fees for the Service.
  • B
    Customer also shall pay to THK a one-time installation charge as stated in the Order Form (the "Installation Fee"), which Installation Fee shall be due and payable upon execution of the Order Form.
  • 3.3.2
    The amounts due hereunder by Customer shall be payable to THK in immediately available funds within thirty (30) days of the date of THK's invoice. Accounts unpaid thirty (30) days after invoiced may have their Service interrupted. In such event, Customer shall remain liable for payment of the Monthly Access Charge for the remainder of the Term. If Customer in good faith disputes any invoiced amount, it shall submit to THK within thirty (30) days following receipt of such disputed invoice, full payment of the invoice and written documentation identifying and substantiating the disputed amount. The Parties shall investigate the matter and upon mutual agreement a credit against future invoices may be issued by THK. All payments shall be made in US Dollars. All amounts due hereunder by Customer that are not paid when due, shall accrue payment interest at the rate of: (1) one and one-half percent (1.5%) per month, compounded daily, beginning with the day following the date on which payment was due, and continuing until paid in full; or (2) the highest amount allowable by law. Further, THK shall have the right to set off any amounts due hereunder which are not paid when due against any amounts owed to Customer by THK or any of its affiliates pursuant to any other agreement or arrangement.
  • 3.3.3
    Customer shall be responsible for ordering and assuming the costs of the terminal equipment required to enable connectivity to the Service, or Customer, at its option, may purchase or lease the necessary equipment from THK pursuant to terms, conditions and pricing stated in a separate Lease Agreement or Purchase Agreement, as applicable.
  • 3.3.4
    THK reserves the right at any time to require Customer to issue a deposit, irrevocable letter of credit, or other form of security acceptable to THK if Customerˇs financial circumstances or payment history is or becomes unacceptable to THK or if Customer upgrades the Service, capacity or capability. Such deposit, irrevocable letter of credit or other form of security shall be specified either in the Order Form or in a subsequent writing provided to the Customer. Upon receipt of THKˇs written request for a security, the Customer shall have five (5) business days to provide or implement such security and if Customer fails to comply with such request within said period, then THK shall be authorized to immediately suspend the delivery of Services and/or terminate this Agreement without further notice or demand.
  • 3.3.5
    All Monthly Charges and other charges due hereunder are exclusive of all applicable taxes, including value added tax, sales taxes, and duties or levies imposed by any authority, government or government agency (except income tax or other corporate taxes attributable to THK), all of which shall be assumed and paid promptly when due by the Customer.
• 3.4
  One Stop Shopping
  • 3.4.1
    Where requested by the Customer and agreed in writing by THK, THK shall endeavor to arrange one-stop-shopping for the ordering, billing or fault reporting of the end-to-end service on behalf of the Customer, as set forth in the Order Form and THKˇs Terms and Conditions.
  • 3.4.2
    All one-stop shopping arrangements are subject to the services terms and conditions of the participating or foreign-end carrier. Furthermore, THK will not be liable in any way for any aspect of the coordination arrangements and hereby expressly disclaims any express or implied warranty, term or representation to that effect. The Customer agrees to indemnify and save harmless THK from and against any and all claims, losses, damages and expenses arising out of any such coordination arrangements made by THK on behalf of the Customer.
• 3.5
  Force Majeure
  • No failure or omission by THK to carry out or observe any of the terms and conditions of the Agreement by THK shall give rise to any claim against THK or be deemed a breach of the Agreement if such failure or omission arises from an act of God or any other force Majeure, an act of government, or any other cause beyond the reasonable control of THK.
• 3.6
  Liability of Carrier
  • 3.6.1
    "Service Outage" shall mean an incident of outage or interruption in Service lasting more than sixty (60) continuous minutes in duration and causing performance below THKˇs published or standard Service level performance criteria which arises due to a failure on the underlying international transmission facilities stated in the Agreement which are owned by, or under the direct control of THK, and which is not caused, directly or indirectly, by a negligent act or omission of the Customer. Service Outage shall also not include any service outage or interruption resulting from scheduled or routine THK maintenance operations.
  • 3.6.2
    For each incident of Service Outage verifiable by THK, THK will endeavor to offer a Service Outage credit to Customer as follows: THK shall offer the Customer a Service Outage credit equivalent to one hour of Service for each full hour of Service Outage. All portions of hours shall be rounded down to the nearest full hour. For purposes of determining the Service Outage credit, an hour of Service shall be equivalent to the Monthly Charges divided by 720 hours. THK shall typically apply such Service Outage credits against Service provided by THK during the immediately following month or as otherwise determined by THK..
  • 3.6.3
    The granting of Service Outage credits is contingent upon the Customer having opened a trouble ticket with THKˇs Global Customer Service Center within two (2) hours after the particular incident of Service Outage occurs. The duration of the Service Outage period will be determined at the sole discretion of THK based upon THKˇs internal records, and the above-noted trouble ticket.
  • 3.6.4
    Notwithstanding any other provision of this Agreement, said Service Outage credit(s) shall be Customerˇs sole and entire remedy for any Service Outage arising under this Agreement. In no event shall THKˇs liability for Service credits exceed the corresponding Monthly Charges for said period of Service Outage.
  • 3.6.5
    THK shall not be liable for the Customerˇs failure to fulfill its obligation to take all necessary steps including, without limitation, obtaining, installing, and maintaining all necessary equipment, materials and supplies for interconnecting the terminal equipment or communications system of the Customer, or its agent, to the THK network. The Customer shall secure all leases and other arrangements necessary for such interconnection. The customer shall also ensure that its equipment and/or system or that of its agent is properly interfaced with THK facilities. Customer shall indemnify THK for any costs incurred by THK as a result of customerˇs failure to fulfill any of the obligations stated above in this paragraph 3.6.5.
  • 3.6.6
    It is acknowledged by Customer that THK does not operate or control the Internet or services provided thereon in any way whatsoever, and that all merchandise, information, content, and services offered or made available or accessible on the Internet are offered or made available or accessible by third parties with whom Customer shall contact directly for such services. Consequently, THK offers no warranty, whether express or implied, and makes no representation with regard to any merchandise, information, content, and services offered or made available or accessible on the Internet, and THK shall not be liable for Customerˇs reliance on or use of such merchandise, information, content and services offered or made available or accessible on the Internet.
  • 3.6.7
    THK does not restrict access to any destinations within the Internet network; however, Customer acknowledges that other Internet service providers may, from time to time, filter or restrict access to other destinations within the Internet network, and Customer agrees that THK shall have no liability for any such actions by such third party Internet service providers.
  • 3.6.8
    In no event shall THK be liable for any loss, expense or damage (including without limitation, direct, indirect, and consequential damages) sustained by Customer in using the Service or accessing the Internet.
  • 3.6.9
    THK shall not be liable to Customer for any loss or damage sustained by Customer, its interconnecting carriers or its end users, by reason of any failure in or breakdown of THKˇs communication facilities or those of Customer or third parties associated with providing the Service under this Agreement, or for any interruption or degradation of Service whatsoever shall be the duration or the cause of such failure, breakdown, interruption or degradation. THK shall use reasonable care in maintaining the THK premises, if applicable, and providing the Services. Notwithstanding the foregoing, in no event shall THK be liable for any damages or losses, whether direct, special, incidental, indirect, punitive, reliance or consequential damages, whether foreseeable or not, including but not limited to, damage or loss of property or equipment, loss of profits or revenue, cost of capital, cost of replacement services, or claims for service interruptions or transmission problems, occasioned by any defect in the premises or the Services, delay of availability of the premises or the Services or any other cause whatsoever with respect to Premises, the Services or this Agreement.
  • 3.6.10
    IN NO EVENT SHALL THK BE LIABLE TO THE CUSTOMER FOR CONSEQUENTIAL, SPECIAL OR INDIRECT LOSSES OR DAMAGES SUSTAINED BY CUSTOMER OR ANY THIRD PARTIES IN USING THE SERVICE HOWSOEVER ARISING UNDER THIS AGREEMENT AND WHETHER UNDER CONTRACT, TORT OR OTHERWISE (INCLUDING, WITHOUT LIMITATION, THIRD PARTY CLAIMS, LOSS OF PROFITS, LOSS OF CUSTOMERS, OR DAMAGE TO REPUTATION OR GOODWILL). NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE SHALL BE APPLICABLE TO THE PROVISION OF THE SERVICES.
  • 3.6.11
    Except as expressly set out in this Agreement and subject to any law to the contrary which cannot be excluded, all representations, conditions and warranties (whether express, implied, statutory or otherwise) with respect to any Service provided by THK under this Agreement are expressly negated and excluded, provided however that nothing in this agreement shall exclude or restrict a party's liability for a breach of any obligations under the Sale of Goods Ordinance (Cap 26).
  • 3.6.12
    Nothing herein shall exclude or restrict liability for death or personal injury resulting from the gross negligence of either party or its agents or employees or in connection with the gross negligence or wilful default of the other party.
• 3.7
  Term
  • The Agreement may not be assigned or transferred by Customer without THKˇs prior written consent. The provisions of the Agreement shall inure to the benefit of, and be binding upon, and THK may assign the Agreement to any successor in interest of THK, whether by merger, consolidation, transfer of all or substantially all of its assets or otherwise.
• 3.8
  Termination of Service
  • 3.8.1
    THK, without prejudice to its other rights at law or in equity, may suspend the Service and/or terminate the Agreement immediately and without notice in the event of any of the following: (a) If Customer is in default in the payment of any amount due hereunder or becomes insolvent or bankrupt or ceases paying its debts generally as they mature; or (b) If any representation or warranty made herein by Customer shall prove at any time to be materially incorrect as of the date made.
  • 3.8.2
    Without derogation of THKˇs rights under paragraph 3.8.1, either party may, without prejudice to its other rights, terminate the Agreement forthwith on duly providing written notice to the other party to that effect in the event that the other party neglects or fails to perform or observe any of the material covenants, conditions or agreements contained in the Agreement, (except for defaults based on failure to make payment of amounts due) and such default is continued for thirty (30) days after the date of the non-defaulting partyˇs notice to the other party specifying the default and requesting that the same be promptly cured.
  • 3.8.3
    In the case of early termination of the Agreement prior to the expiration of the Term by THK pursuant to paragraphs 3.8.1 or 3.8.2, or by Customer for any reason other than a material breach solely attributable to THK which breach has not been cured and for which THK has not commenced reasonable efforts to effect a cure, Customer shall remain liable to pay THK for the Monthly Charge or Monthly Access Charge for the remainder of the Term and such amounts shall accelerate and be deemed due and immediately payable in full. Customer understands and agrees that any breach by Customer of its obligations under this Agreement shall also be deemed a breach by Customer of its obligations under any other agreements it has entered into with THK and/or its affiliates and understands and agrees that such breach shall authorize THK and/or any of its affiliates to immediately suspend performance under, and/or terminate, said agreements with Customer for default if such breach(es) have not been cured within the time provided for in this Agreement.
  • 3.8.4
    Notwithstanding anything to the contrary contained herein, Customer shall have the option at any time during the Term to upgrade Service capacity and/or capability, subject to the availability of capacity and the mutual agreement on pricing by the Parties, without incurring any liability for breach of this Agreement.
  • 3.8.5
    Notwithstanding anything in this Tariff, the Service shall automatically terminate if the underlying satellite ceases to be available. For this purpose, the satellite or cable shall be deemed not to be available when satellite provider or the cable owners do anything to permanently or temporarily disrupt the Service for thirty (30) continuous days or when, after the satellite or cable is put into service, it fails to operate correctly and is therefore withdrawn from service. However, should the satellite or cable be replaced or repaired, enabling THK to provide equivalent service within thirty (30) days of cessation of the Service previously provided, the Service shall be deemed to continue to be available. When the satellite or cable is replaced as part of a deliberate or planned action, THK shall give the customer fourteen (14) days advance notice in writing of the date and time of withdrawal as well as the length of time for which the Service will likely be disrupted.
• 3.9
  Publicity and Confidentiality
  • 3.9.1
    For a period of two (2) years from the date of disclosure thereof, each party shall maintain the confidentiality of all information or data of any nature ("Information") provided to it by the other party hereto provided such Information contains a conspicuous marking identifying it as "Confidential" or "Proprietary". Each party shall use the same efforts (but in no case less than reasonable efforts) to protect Information it receives hereunder as it accords to its own Information. All Information provided by any party to the other hereunder shall be used solely for the purpose for which it is supplied. The above requirements shall not apply to Information which is already in the possession of the receiving party through no breach of an obligation of confidentiality to the disclosing party or any third party, is already publicly available through no breach of this paragraph, or has been previously independently developed by the receiving party without the use of any Information. The Agreement shall not prevent any disclosure of Information pursuant to applicable law or regulation, provided that prior to making such disclosure, the receiving party shall use reasonable efforts to notify the disclosing party of this required disclosure.
  • 3.9.2
    The provision by THK of the Services in no way grants to the Customer any title or ownership in intellectual property which may be included or embodied therein, it being understood that such intellectual property shall at all times remain the exclusive property of THK.
  • 3.9.3
    Without THKˇs prior written consent, Customer shall not (i) refer to itself as an authorized representative of THK in promotional, advertising, or other materials, (ii) use THKˇs logos, trade marks, service marks, or any variations thereof in any of its promotional, advertising, or other materials, or (iii) release any public announcements referring to THK or this Agreement without first having obtained THKˇs prior written consent. THK is hereby expressly authorized to identify Customer as its customer for Service for the limited purpose of the periodic issuance of marketing and/or publicity announcements.
• 3.10
  Notices
  • All notices, requests, or other communications between THK and the Customer shall be in writing, addressed to the parties at the addresses set forth in the Order Form. Notices mailed by registered or certified mail shall be conclusively deemed to have been received by the addressee on the fifth business day following the mailing or sending thereof. Notices sent by telex or fax shall be conclusively deemed to have been received when the delivery confirmation is received. If either party wishes to alter the address to which communications to it are sent, it may do so by providing the new address, in writing, to the other party.
• 3.11
  Term
  • THK may request personal information from the Customer or obtain information relating to the Customer from its Network or from another source ("Information"). The Customer may decline to provide such information requested by THK, in which event THK may decline to provide the Services to the Customer.
  • 3.11.1
    The Customer hereby agrees and authorizes that all Information will be retained by and stored in one or more databases of THK and may be provided to, disclosed to, accessed by and transferred to the following "Authorized Persons" in any jurisdiction:
  • A.
    THK and any member of the THK group of companies or other associate and any employees of any such companies;
  • B.
    any person or bodies corporate under a duty of confidentiality to THK;
  • C.
    any contractors, agents, other persons or bodies corporate engaged by THK or any third party service providers who provides or may provide administrative, telecommunications, computer, payment, securities clearing, insurance, professional or other services to THK or to the Customer;
  • D.
    any banking, financial or other institution with which the Customer has or proposes to have dealings;
  • E.
    any debt collection or credit reference agency or similar provider of debt collection or credit information services to THK;
  • F.
    any person or corporation to whom THK transfers or proposes to transfer its interests and/or obligations in respect of that Customer or any service provided to that Customer;
  • G.
    any nominee, trustee, co-trustee, centralized securities depository or registrar, custodian, insurance company, estate agent, solicitor or other person who is involved with the provision of THK services to that Customer; and
  • H.
    any person by whom THK is required by applicable legal, governmental or regulatory requirements to make disclosure or to which THK, at any reasonably, discloses the Information.
  • 3.11.2
    The Customer hereby agrees and authorizes that all Information may be used by Authorized Persons in relation to any or all of the following purposes:
  • A.
    the provision of any services to the Customer including telecommunications services, the processing of the Customer's orders or transactions or the processing of any payment instructions or the provision of direct debit facilities and/or credit facilities requested by the Customer or for supplying information to the Customer about any such services;
  • B.
    meeting any legal, governmental or regulatory requirements in any applicable jurisdiction, including disclosure or notification requirements to any telecommunications or other regulator;
  • C.
    marketing activities, including research, forwarding publicity and/or marketing materials or other information to customers as selected by THK from time to time and maintaining contact lists for correspondence;
  • D.
    publication of directory listings requested by the Customer;
  • E.
    carrying out the Customer's instructions, responding to enquiries by that Customer or made on his/her behalf and providing Customers with an effective and efficient service; and
  • F.
    collecting data for identity ratification and records and analyzing, verifying and/or checking credit, payment and/or status in relation to the provision of any services, operating internal controls and monitoring and enforcing payment for services;
  • G.
    assisting any person who is acquiring or participating in any contractual arrangements between THK and the Customer to evaluate the transaction for such acquisition or participation;
  • H.
    any other purposes for which the Information may be lawfully used or which is implicit in THK's terms and conditions of service.
  • 3.11.3.
    The Customer is aware of its rights under the Personal Data (Privacy) Ordinance, in relation to "personal data" as defined thereunder (Personal Data) including the right (1) to check whether THK holds any Personal Data, (2) to have access that the Personal Data held by THK, (3) to request correction of the Customer's Personal Data, (4) to ascertain THK's policies and practices (from time to time) in relation to the Personal Data and the types of Personal Data held by THK, and (5) to disallow access or use of the Customer's Personal Data by THK.
  • 3.11.4.
    The Customer may request a record of the Personal Data kept by THK and request that THK correct any errors in such Personal Data. Such requests shall be made in writing and any requests by the Customer seeking changes to the Personal Data shall be supported by relevant documentation. The Customer will notify THK of any change of address or any particulars provided to THK which may affect the provision of services to the Customer. The Customer agrees to pay to THK the reasonable charges requested by THK (if any) in relation to the time and attendance involved in complying with a Personal Data correction request.
  • 3.11.5.
    Once THK has received personally identifiable information from a Customer, that Customer may receive from THK, from time to time, telephone calls, email and direct mailings containing promotional materials. If the Customer does not wish to receive them, please write to THK at the address provided below. Access or correction requests can be made by sending the request in writing to the following address:

    Teleglobe Hong Kong Limited
    2508 Two Pacific Place
    89 Queens Way
    Hong Kong

  • 3.11.6.
    All references to THK in this Information policy include THK and its group companies and other associates.
• 3.12
  Compliance With Laws
  • Customer shall not use the Services in any manner or for any purpose which constitutes a violation of the laws or regulations of Hong Kong or the United States or any agency thereof or any foreign jurisdiction in which the Services are being provided. Customer shall indemnify THK against any violation of the terms of this paragraph 3.12.
• 3.13
  Miscellaneous
  • 3.13.1
    Any provision of the Agreement which is, or becomes, illegal, invalid or unenforceable shall be severed herefrom and shall be ineffective to the extent of such illegality, invalidity or unenforceability and shall not affect or impair the remaining provisions hereof, which provisions shall be severed from any illegal, invalid or unenforceable paragraph or any other provision of the Agreement and otherwise remain in full force and effect.
  • 3.13.2
    No waiver by either party to any provisions of the Agreement shall be binding unless made expressly and confirmed in writing. Any such waiver shall relate only to such matter, non-compliance or breach as it relates to and shall not apply to any subsequent or other matter, non-compliance or breach.
  • 3.13.3
    The relationship between and among the Parties hereto shall not be that of partners and nothing herein contained shall be deemed to constitute a partnership between and among them, or a merger of their assets, or their fiscal or other liabilities or undertakings. The common enterprise between the parties shall be limited to the express provisions of this Agreement. Neither party shall have the right to bind the other party except as expressly provided for herein.
  • 3.13.4
    This Agreement, and the continuance thereof by the parties, is contingent upon the obtaining and the continuance of such approvals, consents, governmental and regulatory authorizations, licenses and permits as may be required or deemed necessary by the parties, who shall endeavor to obtain and continue the same.
  • 3.13.5
    The Agreement is governed by the laws of Hong Kong, without reference to conflicts of law principles.
  • 3.13.6
    The Agreement represents the entire understanding between the parties in relation to the matters dealt with herein and supersede all previous covenants and representations made by either party, whether oral or written. The Agreement may only be modified if such modification is in writing and signed by a duly authorized representative of each party hereto.