SUBSCRIPTION AGREEMENT - RESIDENTIAL SUBSCRIBERS

This Subscription Agreement (“Agreement”) is entered into between MEASAT Broadcast Network Systems Sdn.Bhd. (Company Number: 240064-A) (“Astro”) and you, the Subscriber named in the subscription form printed overleaf (“Subscription Form”) which forms an integral part of this Agreement.

1. Definitions

In addition to the words defined above, the following words or expressions shall have the following meanings, unless the context otherwise requires:-

“Services” means the various packages of television and radio channels provided to you in consideration of payment of Subscription Fees (“Programming Packages”). The Services may also include data, pay-per-view, premium/special events, near video on demand, interactive and other special services made available to you by Astro.

“Reception Equipment” means collectively, the equipment which enable you to gain access to and receive the Services comprising of the authorised digital multimedia terminal (“DMT”), the authorised parabolic dish, the low noise block (“LNB”) and the Smart Card.

“Smart Card” means the authorised card, containing a microchip, which when inserted in the DMT will permit you to legitimately gain access to and receive the Services.

“Subscription Fees” means the cumulative fees payable by you to Astro for the Services, which may vary depending on the Programming Packages chosen by you and any special events or services subscribed by you.

2. Reception Equipment

You shall receive the Services only through the use of Reception Equipment which has been authorised by Astro. It is your responsibility to obtain the necessary Reception Equipment from an Astro authorised dealer and to ensure that the Reception Equipment is installed by an authorised Astro installer. The Smart Card shall be used only as part of the Reception Equipment in which it is installed. In addition, the Reception Equipment shall be used only by you at the residential address which you have provided in the Subscription Form and, as permitted by the terms and conditions of this Agreement. Any other use of the Reception Equipment is prohibited, including the use of the Reception Equipment with unauthorised smart cards.

a) Notwithstanding anything contained in this Agreement, you shall not own the Smartcard, and the title and all equitable and legal rights in the Smart Card, including all algorithm, software or other intellectual property embedded in the Smart Card shall vest in and remain with Astro as licensee. If your authorised Smart Card is lost or damaged, you may obtain a replacement from Astro by paying RM80.00 or such other amount as may be determined by Astro from time to time.

b) In the event that the Services are discontinued or terminated at anytime for any reason whatsoever either by yourself or Astro, you shall immediately return the Smart Card to any of the offices of Astro whether formally demanded or not.

c) You shall use the Smart Card in accordance with instructions provided by Astro from time to time, whether in writing or otherwise.

d) The algorithm, software or other intellectual property embedded in the Smart Card is of a proprietary and confidential nature. You shall not by yourself or through any third party, in anyway whatsoever, directly or indirectly, (a) copy, reproduce or distribute the algorithm or software or part thereof embedded in the Smart Card (b) modify, adapt, alter, translate, or create derivative works from the algorithm or software or part thereof embedded in the Smart Card; (c) merge or incorporate the algorithm or software or part thereof embedded in the Smart Card with or into any other algorithm or software; or (d) reverse assemble, decompile, disassemble, or otherwise attempt to derive the algorithm and/or code for the algorithm or software or part thereof embedded in the Smart Card.

3. Use of Services

You shall only use or view the Services on television or other audio-visual equipment at the residential address you provided in the Subscription Form and only for your own private use. You are however prohibited from displaying the Services in a public place or a commercial establishment such as a pub, bar, restaurant, club or café. You are also prohibited from reselling the Services or charging any fee to any person to view the Services. You shall not, including without limitation, rebroadcast, reproduce, transmit, compress, modify, perform, display, record, duplicate, distribute, tamper, interfere, impose, remove, alter, add or delete the Services in any form whatsoever. You further agree and acknowledge that this Agreement permits reception of the Services only in Malaysia, and that you understand that reception outside Malaysia may constitute a violation of international copyright and other laws. Please be advised that theft, fraud, piracy or other unauthorised usage of the Services or Reception Equipment may subject you to civil and criminal sanctions.

4. Minimum Subscription Period

You agree to maintain and keep your account active for a minimum continuous period of 12 months from the date of activation of the Services. Further, you also agree that in the event you prompt or otherwise cause the deactivation of the Services at any time during the said 12 month period for any reason whatsoever, including without limitation, by failing or refusing and/or neglecting to pay the Subscription Fees as and when due, an agreed fee of RM 500.00 shall be charged to you. If you have subscribed to the Services via special campaigns or promotions, the minimum subscription period as stated in the special terms and conditions of the special campaigns or promotions (“Campaign Terms & Conditions”) shall apply.

5. Payment Terms

You may elect to pay your Subscription Fees on a monthly, quarterly, half yearly or yearly basis. The Subscription Fees, for the payment period which you have elected, must be paid in full for such period, in advance either by cash, cheque, money order or bank draft. You may also elect to pay the Subscription Fees by credit card or direct debit from your bank account by authorising Astro in the Subscription Form. Astro will send you a statement of account for the Subscription Fees, but you will be responsible for prompt payment even if you do not receive the statement of account. Any statement of account shall be deemed to be accepted by you after 30 days from the date thereof and you shall not thereafter be entitled to raise any objection in relation to the same. For the avoidance of doubt, nothing herein shall preclude Astro from correcting at any time any error or discrepancy in the amount stated in the statement of account. You understand that any advance payments made by you may only cover your selection of Programming Packages, and may not cover other services or special events purchased by you during any billing period. In such event, you agree to pay promptly the prescribed fee for such services or special events upon being billed by Astro.

In addition to the Subscription Fees, your payment must include all bank charges, commissions and service tax charges, where applicable. You will also pay the stamp duty (presently RM10.00) on this Agreement, which will be included in the first statement of account sent to you by Astro after activation of your account. You agree to pay Astro all fees, penalties and handling charges for cheques made payable to Astro and returned unpaid by your bank. In addition, you agree to pay all reasonable costs and attorneys’ fees incurred by Astro in recovering any amounts due from you.

Should you wish to change your selection of Programming Packages at any time after the initial registration, you will be charged an administrative fee of RM10 for each change request, whether it is to add or remove or replace any Programming Packages.

Overdue Payments. For every 30 days that your account is overdue by an amount of more than RM10.00, Astro reserves the right to charge you a late payment fee of RM10.00 to your account for administrative costs. In addition, Astro reserves the right to suspend or terminate your access to the Services at any time without notice to you, if payments are not received when due. Astro may also set-off any amounts credited to you against any amounts you owe to Astro.

6. Rights Reserved by Astro

Astro shall be entitled at its sole discretion to revise the Services and the Subscription Fees or the structure of the Subscription Fees at any time and will use reasonable endeavours to notify you of such revisions. Astro reserves the right and shall be entitled at any time to: (1) add, delete or make changes to the Services, (2) add or substitute alternative programming or new channels, (3) terminate or discontinue any of the channels included in the Services, alter the number of channels and price of each Programming Package, alter the number of Programming Packages or, (4) reduce the number of hours of broadcast of any of the channels included in the Services, (5) upgrade or update any software currently in use in the Reception Equipment, or (6) upload or download any data or information in the Smart Card. Astro shall be under no liability whatsoever to you if any of the rights reserved in this clause 6 are exercised by Astro, and you shall remain liable to pay the Subscription Fees in full. Astro also reserves the right at anytime after the date of this Agreement to amend the terms and conditions of this Agreement with reasonable notice to you, and you will then be bound by any such amendments. If you have subscribed to the Services via special campaigns or promotions, the special terms and conditions of the respective campaigns or promotions (“Campaign Terms & Conditions”) shall prevail in the event of conflict between the terms and conditions of this Agreement and the Campaign Terms & Conditions unless expressly provided in the Campaign Terms & Conditions.

7. Subscriber’s Representations, Warranties, Covenants and Undertakings

You hereby represent, warrant, covenant and undertake with Astro that:

a) You are over 18 years of age and reside in Malaysia.

b) The information provided by you in the Subscription Form is accurate and truthful.

c) The address listed in the Subscription Form is a residential dwelling unit and is the address at which you will receive the Services. The Services will be used solely for private viewing at such address and the Services will not be displayed in a public place, hotel, pub, bar, restaurant, club, cafe or other commercial establishments. You will not resell the Services or impose any charge on others to view the Services, nor will you rebroadcast, reproduce, transmit, compress, modify, perform, display, record, publicly perform, duplicate, distribute, tamper, interfere, impose, remove, alter, add or delete the Services in any form whatsoever. You will not use the Reception Equipment in any way not authorized by this Agreement.

d) You will immediately notify Astro of any change in the information listed on the Subscription Form and any other information provided or communication made to Astro, including but not limited to information or communication in connection with the charging of your credit card or debiting of your bank account, as well as the discovery of any theft, piracy or other unauthorized usage of the Services (including usage of the Services outside Malaysia) or any fraud against Astro.

e) You consent to the use of any information provided by you in the Subscription Form by Astro, its affiliates, or third parties to whom Astro may disclose the information for the purposes of its (i) business, (ii) finance or marketing operations and activities, or (iii) in compliance with any statutory or legal obligations imposed upon Astro by any relevant authorities.

f) You consent to Astro upgrading and/or updating software currently used in the Reception Equipment or uploading and/or downloading any data or information in the Smart Card at anytime at its sole and absolute discretion.

8. Suspension and Termination

Astro shall have the right, in its sole discretion and without notice, to suspend or terminate your access to the Services if you breach any of the representations and warranties made above or any other term of this Agreement or you fail to pay Astro or its authorised agents for the Reception Equipment purchased or use the Reception Equipment in a manner not permitted by this Agreement or determined inappropriate by Astro.

Subject to clause 4, you may suspend or terminate the Services by giving a minimum of 1 month’s notice. If the Services are suspended or terminated either by you or by Astro, you shall remain liable to pay the full Subscription Fee for the entire billing month in which the suspension or termination occurred, all amounts due from you prior to such suspension or termination and the agreed fee of RM 500.00 in the event the suspension or termination is within the 12 month minimum subscription period as provided in clause 4. For reactivation of the Services, you will be charged an administrative fee of RM 20.00. All due amounts must be paid before your Services can be reactivated.

Notwithstanding the above, Astro may in its sole discretion and without any liability to you suspend or terminate your access to the Services at any time for any reason whatsoever. If you have not breached this Agreement and Astro suspends or terminates your access to the Services, you will be responsible only for payment of Subscription Fees up to the date of such suspension or termination and any amounts due prior to such date.

This Agreement shall automatically terminate in the event any equipment or combination thereof, including hardware and software used by Astro in the transmission of its Services, become affected in their performance and/or functionality so as to render it impossible for Astro to continue to provide the Services. In such event the sole extent of Astro liability shall be the refund of any advance Subscription Fees paid by you for the duration of the interruption prior to termination.

9. Exclusion of Astro Liability

Astro is not responsible nor liable to you for interruptions, suspension or termination of the Services for any reason whatsoever, whether or not within its control, including but not limited to the failure of power, transponders, satellite or satellite transmissions, satellite ground control equipment, signal processing and uplink equipment or Reception Equipment, acts of God, emergencies, military operations, civil disorder, industrial disputes of any kind, fire, flood, lightning, rain, sun or other weather outages, explosion, acts or regulations by the government (including the withdrawal of consents, permits or licences) or failure, termination or cessation by third parties to provide programming/channels included in the Services and any force majeure reasons. Astro will not be liable to you for any refunds of the Subscription Fee, or any other claims or for any costs incurred by you in obtaining substitute services, nor for any loss of profits or business or other direct, special, indirect, incidental or consequential damages, even if Astro has been advised in advance that such loss may occur.

You understand and agree that Astro has no responsibility nor liability for problems with the Reception Equipment or damage caused to your Reception Equipment by your own act or negligence, rain, lightning, thunderstorms, power surges or other related phenomena. You must resolve any problems or damage to your Reception Equipment directly with the manufacturer of the Reception Equipment.

You also acknowledge and agree that Astro has no responsibility nor liability whatsoever for problems or damage to your Reception Equipment and/or interruption or loss of Services arising directly or indirectly from the installation of the Reception Equipment and/or SMATV System trunking (where applicable) by any unauthorised third party.

You agree to indemnify Astro and keep Astro indemnified against all losses, damages and claims, including for injury or death or damage/loss to property, arising from the use of the Services or the Reception Equipment by you or any third party.

Astro makes no warranties or representations whatsoever with respect to the content of the programming included in the Services, in particular Astro does not guarantee the sequence, accuracy, completeness, timeliness or the security of any data or information contained in the Services and shall not be liable for any claim arising out of any act or omission by Astro or any act or omission by you, including claims for loss or damage, libel, slander, personal injury, damage to property or any other loss arising howsoever caused.

10. Notices and Correspondence

If you wish to communicate or give any notice to Astro, you should do so in writing to the address stated overleaf or to Peti Surat 10335, 50710 Kuala Lumpur and mark it to the Attention of the “Subscriber Management Division”.

All correspondence and notices by Astro to you will be sent in writing to the most recent mailing address provided by you to Astro or to the address stated on the Subscription Form. Notices will be considered to be received upon hand delivery or upon the fifth business day after posting.

11. Assignment

Astro has made this Agreement with you, and you do not have the right to assign or transfer any part of your rights or obligations to any other party without the prior written consent of Astro. Astro may assign the whole or part of the rights in this Agreement to any third party without your consent.

12. Governing Law and Jurisdiction

This Agreement is governed by the laws of Malaysia.