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NAP MOA Corp. Ver0.2020.

051920

BICS-PLDTMOA-MMN-1606-21

February 22, 2021

MANILA BASE SPINNING WHEEL


46 Commonwealth Avenue, Brgy. Batasan Hills, Quezon City

ATTENTION: Mr. Martin K. Tanco


Vice President

SUBJECT: Agreement for the Installation, Operation, and Maintenance of Telecommunications


Facilities/Equipment (“Agreement”).

Gentlemen:

PLDT Inc. (“PLDT”) is pleased to offer the installation of telecommunications facilities and equipment at Diliman Commercial
Center (“Development”), located at 46 Commonwealth Avenue, Brgy. Batasan Hills, Quezon City. Depending on the available
PLDT facilities in the area and the specific requirements of the Development, we will install appropriate PLDT
telecommunications facilities and equipment (“Facilities/Equipment”) which will enable us to deliver the various services
that we currently provide to the occupants of the Development.

The installation, operation, and maintenance of the Facilities/ Equipment shall be subject to the following terms and
conditions:

1. MANILA BASE SPINNING WHEEL (“Company”), its successors, and assigns shall:

a. Where needed by PLDT, provide, free of charge, suitable, adequate, and secure spaces within the Development
where PLDT can install, operate, and maintain major components of its Facilities/Equipment. Company commits
that it shall protect the Facilities/Equipment from natural elements and from access, handling, and operation by
unauthorized persons;
b. Allow PLDT to install the Facilities/Equipment within the Development and extend the same outside;
c. Allow PLDT to use, free-of-charge, conduits, cables, and other necessary facilities of the Development;
d. Allow PLDT to provide distribution and horizontal wiring to Company and/or the occupants of the Development
who shall be responsible for the installation thereof from the terminal cabinets to the individual units within the
Development at their own expense; and
e. Grant PLDT free ingress to and egress from the Development twenty-four hours a day, seven days a week, for
operation, maintenance, testing and repair, and/or installation activities.

2. PLDT shall assume the cost of repairing any damage to or loss of the Facilities/Equipment except where the damage
or loss is attributable to the fault, negligence, or willful misconduct of Company, its employees, agents,
representatives, occupants, or tenants.

3. PLDT shall have the right to disconnect and remove any and all unauthorized connections and attachments to the
Facilities/Equipment.

4. Company acknowledges that this Agreement only relates to the physical installation of the Facilities/Equipment in
the Development and does not include in its scope the delivery by PLDT of its telecommunications and other related
services, which shall be covered in separate contracts for services. Company and its tenants/occupants shall pay PLDT
for all charges for the use and/or availment of PLDT’s services, in accordance with PLDT’s approved rates, payment
terms, and established procedures applicable to its other subscribers in general.

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5. This Agreement shall be valid and effective beginning on the date of its execution by Company and shall be
coterminous with the existence and operation of PLDT’s Facilities/Equipment in the Development. Removal of the
Facilities/Equipment shall result in the termination of this Agreement. The party initiating the removal or relocation
of the Facilities/Equipment shall be responsible for all related costs and expenses, as may be determined by PLDT in
the exercise of its reasonable discretion.

6. In the event of termination of this Agreement, Company agrees that contracts for services entered into by PLDT with
tenants/occupants of the Development prior to the termination of this Agreement shall remain valid and subsisting
until the expiry or termination thereof and the provisions of this Agreement shall continue to govern Company and
PLDT (notwithstanding its termination) until the termination or expiry of all then subsisting contracts for services
between PLDT and the relevant tenants/occupants.

7. Ownership over the Facilities/Equipment shall at all times be with PLDT. PLDT shall have the right to recover the
Facilities/Equipment, or any portion thereof, in case of termination of this Agreement for any cause whatsoever. PLDT
may, at its sole option, turn over ownership over the whole or any part of the Facilities/Equipment to Company at
the expiration or termination of this Agreement.

8. Neither party shall be liable to the other for any loss of revenue, loss of use, loss of production, loss of contracts, loss
of saving, or for any other special, indirect, incidental, or consequential loss or damage or financial or economic loss
that may be suffered by the other, whether caused by breach of contract, tort, negligence, or otherwise.

9. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and
supersedes all other previous communications or contracts between the parties. Any provision of this Agreement
which is illegal or unenforceable shall be ineffective to the extent of such illegality or unenforceability but that shall
not invalidate the other provisions of this Agreement. This Agreement shall be valid and binding against the parties
hereto, including their successors and assigns. Neither party shall assign, transfer, or convey any of its rights, title, or
interests, or any of its obligations, under this Agreement without the prior written consent of the other.

10. This Agreement shall be governed by, and construed in accordance with, the laws of the Republic of the Philippines.
In the event of any dispute arising from or in connection with this Agreement, the parties agree that all suits shall be
filed in the appropriate court of Makati City, to the exclusion of all other courts.

Should you find the foregoing terms and conditions acceptable, please signify your conformity thereto by signing on the
space provided below, and return to us a signed copy.

Thank you, and we look forward to being of service to you soon.

Very truly yours,

PLDT INC. With the conformity of:

By: MANILA BASE SPINNING WHEEL

By:
Elmer C. Lintag
Head - GMM BICS Management
Martin K. Tanco
Vice President

Date Signed: ________________

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