REF No: L3L/2024/20/05

Layer3 Limited
3, Gwani Street, Wuse Zone 4, Abuja, Nigeria SERVICE ORDER FORM
Tel: +234 909 452 9373 ACCESS SERVICE
CUSTOMER DETAILS

Company Legal Name: Geekhub Enterprise Technologies Limited

RC. Number:

Business address: Suite A 36, MIB Plaza, First Avenue, Gwarimpa, Abuja

Business Phone:

INSTALLATION DETAILS

Service Delivery Location(s): Abuja

Additional Information: Fill "YES" If locations are more than 3 and please attach site schedule:

Technical Contact Person: Daniel Justice

Mobile Phone: 09077614722
Email: justice@geekhub.com.ng
BILLING DETAILS

Billing Contact Person: Temitope Falope

Business e-mail addres: billing@layer3.com.ng
Mobile Phone: 09015201328

SERVICE DETAILS

Bandwidth: 20/20MBPS
090152 Contract Term (Year): 1
01328
Service Description: ACCESS SERVICE Type of Access Service: INTERNET

Additional Information: Dedicated Link via fiber

PAYMENT DETAILS

Annual Recurring Charges: NGN4, 692,750

Non-Recurring Charges: NGN650,000

All charges are inclusive of VAT and shall be paid in advance into the bank account provided in the relevant invoice issued by Layer3 Limited for
the service.

LAYER3 KEY ACCOUNT MANAGER DETAILS

Name: Simeon Adi

Email: Simeon.adi@layer3.com.ng
Phone Number:

EXECUTION

This Service Order is delivered by the Customer to Layer3 Limited ("Layer3") and is executed by the Parties pursuant to the terms and conditions annexed
hereto (Appendix 1 and 2). The Customer undertakes that having read and understood the said terms and conditions, the below signature is in proper form
and the signatory is authorized to execute this Order From on its behalf and is sufficient to bind it into legal relations.
SIGNED FOR AND ON BEHALF OF GEEKHUB: SIGNED FOR AND ON BEHALF OF LAYER3 LIMITED:

SIGNATURE: SIGNATURE:

NAME: NAME:

DESIGNATION: DESIGNATION:

DATE: DATE:

LEG_F001_Service Order Form for Access Service

 APPENDIX 1 - STANDARD TERMS AND CONDITIONS
1. These are the terms and conditions by which the Customer
engages Layer3 Li m i te d (“LAYER3”) for the provision of the
services described in this Agreement (“Service”) and shall govern
the Service in all material particulars.
2. Definitions:
“Agreement” – means the Service Order Form and this terms and
conditions.
3. LAYER3 shall provide the service at the specified service location(s)
and Data Speed Rate as described in these Terms and Conditions
and shall use all reasonable means to provide, maintain and ensure
that the Service is available during the service availability hours and
throughout the Term.
4. LAYER3 shall not pre-empt or cause an interruption of the Service
to the Customer except for purposes of service maintenance and
shall under such circumstances give the Customer at least 24 hours’
notice of the proposed disruption. In the event of an outage or
confirmed failure, LAYER3 shall use its best efforts to restore the
Service as soon as possible as provided in clause 17.
5. Upon installation of the Service, representatives of the Customer
and LAYER3 shall jointly execute a Job Completion Certificate,
evidencing the commissioning and handover of the Service to the
Customer. The Service will be deemed to have commenced on the
date a Job Completion form (“JCF”) is jointly executed by the
Customer and LAYER3 and shall continue in force for a period 17. of
one (1) year unless earlier terminated in accordance with this
Agreement (“the Term”).
6. The Service shall expire on the eve of the anniversary of the
duration of the Term or any renewal term thereof and where the
Customer intends not to renew the Service, a notice of Service
discontinuance shall be provided to LAYER3 no later than Three (3)
months prior to the expiration of the initial Term. In the absence of
any formal notice, the Agreement shall be deemed to be
automatically renewed upon the same terms.
7. The Customer shall be liable in each calendar month to pay Service
charges in advance for the Service provided by LAYER3. Service
charge shall begin to accrue Three (3) days after the date of
commission of the Service by LAYER3 and the Customer shall be
liable for the Service charge whether the Service is utilized or not.
Subject to the agreement of the Parties, Service charges shall be
invoiced monthly, and payment shall be made on or before the 30th
day of the month preceding the next billing period.
8. The Customer shall pay the charges for the Service in such sum
and in such manner described in this Agreement and all sums shall
be inclusive of VAT and other applicable taxes.
9. Notwithstanding the date stated on the Service Order for the
signing of the JCF after implementation, billing starts Three (3)
working days after implementation. In the event of delay in signing
off the JCF, the responsibility for such act is solely that of the
Customer, except where LAYER3’s action or omission, or force
majeure is the cause for such delay.
10. The Customer agrees to pay interest on demand on any Charges
and any other invoiced amount that is unpaid more than thirty (30)
days after the Payment due date, at Nigerian Inter Bank Offer Rate
(“NIBOR”), plus one percent (1%), compounded monthly, not to
exceed the maximum rate permitted by law.
11. The Customer shall receive one (1) month and one (1) week notices
respectively in respect of quarterly and monthly payments, and a
final reminder shall be sent at least three (3) days before the
expiration of a billing period. Where payments are not received
within three (3) days into the new billing period, the Customer will
be issued a disconnection notice and will be required to make the
outstanding payment within seven (7) days of receipt of such
notice.
12. Where the Customer fails to make payment after receipt of a
disconnection notice, LAYER3 reserves the right to disconnect the
Customer from the Service. If the Customer is disconnected from
the Service and intends to continue with same, the Customer
shall communicate its intention to LAYER3 and upon payment of
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LEG_F001_Service Order Form for Access Service
all outstanding sums and a reconnection fee, the Service shall be
restored. Restoration of the Service may take up to 72 hours.
13. During the pendency of a dispute and provided that the Service is
not withdrawn, the Customer shall continue to pay the already
agreed rate with LAYER3 until the dispute is resolved after which
the agreed terms of the settlement will be implemented.
14. The Customer shall provide adequate security for the protection of
the Service and the equipment within the service location(s) and
shall be liable for damage to the equipment caused by acts of
vandalism, malicious damage, fire, theft, power surge, flood or
misuse, provided that such damage thereto is not in any way or
manner traceable to the fault of LAYER3. The Customer shall
indemnify and hold harmless LAYER3 in the event of any damage
to or loss of the equipment or unlawful and malicious use of the
Service.
15. All equipment provided by LAYER3 and i ns ta l le d at the
Customer’s premises shall remain the property of LAYER3, and
LAYER3 shall be allowed to retrieve same without let or hindrance
upon the determination of the service.
16. LAYER3 shall supply, deliver, install, test, commission, maintain
and control the Service to the Customer as well as the equipment
at the service location or any other location agreed by the Parties
in writing.
17. Service Availability Guarantee
a. LAYER3 shall provide to the Customer a service availability of
98.0% minimum for unprotected Service and 99% for protected
Service 24 hours per day and 7 days per week. The monthly
minimum service availability s h a l l b e calculated in accordance
with recommendation M1016 de ITU (exCCIT) as follows:
b. Availability (%) = [Total Expected Time – Total Downtime)/
Total Expected Service Time] * 100
(Reference time being 1 month).
c. This below penalty matrix shall be applied to calculate the
compensation due to the Customer in the event of downtimes and
such discount shall be deducted from the Customer’s monthly
recurring charge in the subsequent month.
Achieved >99% 96%- 90%- Below
Availability 98.99% 95.99% 90%
Penalty 0% 2.5% 5% 10%
d. Service availability shall always be referenced according to the
Customer’s payment cycle, except where LAYER3 and the
Customer have agreed otherwise.
e. The Parties acknowledge that the Service being provided b y
LAYER3 does not constitute a perfect system of communication
and may be affected by the by such vagaries which affect all
telecommunications systems thereby affecting the integrity and
quality of Service. LAYER3 shall use its best endeavours in
Troubleshooting the equipment or attend to any fault calls at
the service location and hereby guarantees a minimum
average monthly service availability as stated in clause 17(a).
Provided that no downtimes will be recognized by LAYER3 except
it is agreed between LAYER3 and the Customer after a joint review
and reconciliation of the Network performance.
f. No claim for down time credits shall be recognized upon the
expiration of Thirty (30) days after the reference time.
g. The availability figure will exclude the following times:
i. Damage or fault to the equipment occasioned by failure or
fluctuation of electrical power, air-conditioning humidity control,
or the Customer’s failure to provide safe or proper environmental
conditions.
ii. An occurrence of a force majeure event.
iii. Non-adherence of the Customer to the operational procedure and
guidelines of the equipment.
iv. The time lost due to the correction of faulty operation due to the
Customer’s error.
v. Unavailability of the Customer’s contact person to provide access
or confirm service outage Notice issued by LAYER3 to the
Customer; and confirmation by the Customer that the Service is
INITIALS LAYER3: CUSTOMER:
 available. the duration of the suspension, provided that no Service
vi. Any outage of which Customer did not inform LAYER3 at the time suspension shall exceed 60 days.
it occurred and any outage prior to the issuing of a fault report 25.Either Party may terminate this Agreement at any time by notice
ticket. to the other party in any of the following circumstances:
vii. Service suspension due to non-payment of bills. i. If the service remains suspended for a period of Sixty (60) days
18. For the purpose of this Agreement including the determination of or more by either party giving 7days written notice to the other.
the parties’ obligations, force majeure shall mean any event or ii. Where the service level becomes abysmally low and LAYER3 could
circumstance beyond the reasonable control of the parties that is not restore service to the Customer within fourteen (14) days or
not foreseeable, is unavoidable and its origin is not due to more after receipt of notice of complaint from the Customer.
negligence or lack of care on the part of the parties. Such events iii. If a party is unable to pay its debts or makes any arrangement
include but is not limited to acts of God, fire, flood, earthquakes and compromise with its creditors or a petition for winding up is
or other natural disasters, acts of terrorism, outages due to a direct presented to any court or a receiver of the undertaking property
hit or visible damage due to a lightning strike, outages due to or assets or any part thereof is appointed.
electromagnetic interference, unusually severe weather, such as iv. By notice in writing if the Customer shall be in persistent material
but not limited to a tornado, cyclone or gale force wind, war breach of this Agreement and has failed to remedy such breach
including civil war, cable cuts, acts of military and government within 14 days after receipt of the notice specifying the breach and
either in its sovereign or contractual capacity, civil unrest, requiring their remedy.
explosions, pandemics, epidemics and quarantine restrictions, v. Where the Customer decides to terminate this Agreement due to
strikes, lockouts, sit- at-homes, no-movement times no fault of LAYER3 before the Service expiration date. The
(environmental), embargoes, vandalism, lacking security/or Customer shall provide a written notice to LAYER3, forty-five (45)
unsecured workable conditions at site (e.g., area boys, local days prior to termination and shall be liable for and shall pay to
disaster at site) and any other circumstance which may hinder or Layer3 an Early Termination Indemnity Charge amounting to 75%
delay the performance of the obligations of the parties under this of the remaining monthly recurring charges for the existing Term
Agreement. together with all other charges due to LAYER3 at the same time
19. If a party suffers a force majeure, and such force majeure is not on or before the date of the expiration of the said termination
cured within 30 days, the other Party shall have the right to notice. In the alternative, the Customer shall provide ninety (90)
terminate this Agreement immediately upon written notice to the days prior written notice to LAYER3 without any further liability
other party. except outstanding payment due to LAYER3 prior to the expiration
20. If during the Term, the Service becomes unavailable or fails to of the notice of termination.
meet the required service characteristics then either Party shall 26. LAYER3’s privacy statement explains the way LAYER3 collects,
promptly notify the other upon becoming aware of the uses and processes the Customer’s personal data collected by
unavailability. Where service unavailability continues for two (2) LAYER3 under this Agreement. The Customer hereby agrees that
or more consecutive hours, then subject to written confirmation of Layer3 can use such data in accordance with the terms of its
the same by LAYER3, the Service shall be deemed to have suffered privacy statement available at https://layer3.ng/privacy-policy/
a Confirmed Outage. subject to the Nigeria Data Protection Regulation 2023.
21. Confirmed Outage shall be measured as commencing from the 27. Parties acknowledge that each party has certain intellectual
time of notice by either Party to the other of such outage (or such property that may be revealed or provided to the other party in
earlier time as the Parties may mutually agree), provided the accordance with this Agreement. Therefore, Parties acknowledge
Service is, in fact, unavailable and or the affected service does not, that this Agreement does not grant any right or title of ownership
in fact, meet the required service characteristics. in their respective intellectual property to the other party unless
22. Customer shall report all faults that come to its notice specifically provided in the Agreement. Any intellectual property
immediately to LAYER3’s Customer Support a t 09094529373, remains the originator’s property unless otherwise provided
or via email to support@layer3.com.ng or Online Helpdesk at herein.
http://csportal.layer3.com.ng and a fault report ticket will be 28. This Agreement is exclusive to the Customer and LAYER3 and
issued. Customer Support will keep the Customer informed of any neither party shall, without the prior written consent of the other
impairment to a Service, and of the progress and plans being made Party, assign or cause to be assigned the use of the Service
to rectify it. hereunder to any third party, or transfer, sub-let, broker, re-sale,
23. In the event of a confirmed outage, LAYER3 shall use its best change, encumber howsoever or otherwise deal with the whole or
endeavours to restore the Service within its Restoration Targets. any part of this Agreement.
LAYER3 network performance target aims to minimize service 29. Without prejudice to the foregoing, LAYER3’s liability to the
restoration time and guarantees that the Service will be restored Customer in contract, tort (including negligence or breach of
in accordance with the Mean Time To Repair (MTTR) as tabulated statutory duty) or otherwise arising under, by reason of or in
below. MTTR will begin to run immediately any support incident is connection with the Service or otherwise howsoever for any
reported to LAYER3 Helpdesk. incident or incidents, whether related or unrelated, shall be limited
Restoration Target to an amount equal to the monthly recurring charge for one month
Priority Service Type Fault MTTR plus any refunds provided for in these terms and conditions.
Severity 30. This Agreement shall be governed by the Laws of the Federal
1st Longhaul VPN. Severe- 1 hour Republic of Nigeria. Any dispute arising from the operation of this
Level Internet, Metro Emergency Agreement which the parties are unable to resolve by themselves
Fiber, MPLS within 14 days shall be submitted to Arbitration for resolution
2nd Longhaul VPN. Major- 2 hours under the provisions of the Arbitration and Conciliation Act, Cap
Level Internet, Metro Service A18. Laws of the Federal Republic of Nigeria 2004.
Fiber, MPLS Outage
3rd Longhaul VPN. Minor- 4 hours
Level Internet, Metro Service
Fiber, MPLS Degradation
24.Should the Customer decide to suspend the Service during the
Term without any fault of Layer3, the Customer shall be liable to
pay to LAYER3 50% of the agreed monthly recurring charge for

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 APPENDIX 2 – ESCALATION MATRIX

Contact Level Contact Function Phone No. Email

Level 1 Team Lead

+2348086661493 Ayobami.suara@layer3.com.ng
Support

Level 2 Service Delivery

+2348086661509 Forene.otomewo@layer3.com.ng
Coordinator

Head of Godwin.Micheals@layer3.com.ng
Level 3 Engineering +2348086661327

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 APPENDIX 3- PRICE QUOTE

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