1. Agreement
This Master Service Agreement (“Agreement”) is between My Country Mobile Pte Ltd, operating as My Country Mobile (“MCM”), and the customer identified on the Order Form (“Customer”).
It governs Customer's purchase and use of MCM's cloud communications services (“Services”). The Agreement consists of these terms, each Order Form, the Acceptable Use Policy, the Privacy Policy, and any Data Processing Agreement, which are incorporated by reference.
2. Services
MCM will provide the Services described in the applicable Order Form. MCM may update the Services provided it does not materially reduce core functionality during the subscription term.
3. Orders, Term, and Renewal
Each Order Form states the Services, quantities, fees, and subscription term. Unless stated otherwise, subscriptions renew for successive terms equal to the initial term unless either party gives written notice of non-renewal at least 30 days before the end of the then-current term.
4. Fees and Payment
Customer will pay the fees on each Order Form. Prepaid balances and per-minute or per-message rates are as published or quoted. Unless stated otherwise, invoices are due net 15 days. Fees are exclusive of taxes, regulatory fees, and surcharges, for which Customer is responsible. Overdue amounts or a depleted prepaid balance may lead to suspension after notice.
5. Customer Obligations
Customer will:
- Use the Services in compliance with the AUP and applicable law.
- Be responsible for its end users.
- Maintain accurate registered service addresses for E911 where applicable.
- Obtain all consents required for its calling and messaging.
- Keep account credentials secure.
6. Telecommunications and Emergency Services
Telephone numbers are licensed, not sold, and subject to regulatory requirements including portability and country-specific eligibility rules. Where supported, emergency calling (E911) has the limitations described in MCM's E911 Disclosure, which Customer acknowledges and will communicate to its end users.
7. Data Protection
Each party will comply with applicable data-protection laws. Where MCM processes personal data on Customer's behalf, the Data Processing Agreement applies and MCM acts as processor under Customer's instructions.
8. Confidentiality
Each party will protect the other's confidential information with at least reasonable care and use it only to perform under this Agreement, excluding information that is public, independently developed, or rightfully received from a third party.
9. Intellectual Property
MCM and its licensors own the Services and all related IP. Customer owns Customer Data. Customer grants MCM the rights necessary to provide the Services. Feedback may be used by MCM without restriction.
10. Warranties and Disclaimer
Each party warrants it has authority to enter this Agreement. Except as expressly stated, the Services are provided “as is” and “as available,” and MCM disclaims all implied warranties to the maximum extent permitted by law.
11. Limitation of Liability
Neither party is liable for indirect, incidental, special, consequential, or punitive damages or lost profits/data. Each party's total aggregate liability is limited to the fees paid or payable by Customer in the 12 months preceding the claim. These limits do not apply to Customer's payment obligations, breach of the AUP, or a party's indemnification obligations.
12. Indemnification
MCM will defend Customer against third-party claims that the Services infringe IP rights, and Customer will defend MCM against claims arising from Customer Data, Customer's traffic, or breach of the AUP or law. The indemnifying party's obligations are subject to prompt notice, control of defense, and reasonable cooperation.
13. Suspension and Termination
MCM may suspend the Services for AUP violations, security risks, fraud, non-payment, or legal requirements. Either party may terminate for material breach not cured within 30 days of notice. On termination, Customer's right to use the Services ends and each party returns or deletes the other's confidential information, subject to legal retention.
14. Governing Law and Disputes
This Agreement is governed by the laws of Singapore. Disputes are subject to the exclusive jurisdiction of the Singapore courts.
15. General
This Agreement is the entire agreement and supersedes prior understandings. Neither party may assign it without consent, except to an affiliate or in connection with a merger or sale of assets. Notices must be in writing. If any provision is unenforceable, the rest remains in effect.
Order of precedence: Order Form, then this MSA, then referenced policies, unless an Order Form expressly states otherwise.
Signatures
Electronic Signatures — Captured on Order Form
MCM
My Country Mobile Pte Ltd
Authorized signatory
Customer
Customer (as on Order Form)
Authorized signatory