End user license agreement.
Please read this End User License Agreement and these Terms of Service ("Terms and Conditions") carefully before installing or using any CONNECT3 software application or service. There are some important points we need to emphasize:
● These Terms and Conditions are an integral part of the agreement ("Agreement") between CONNECT3, Inc., a corporation established under the laws of the State of Florida ("CONNECT3"), and the customer ("Customer" or "You") of connect3 services. Any CONNECT3 service or product (collectively, the "Services") provided by CONNECT3 to Customer shall be governed by the terms and conditions hereby. By ordering, purchasing or using the Services, YOU AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS. PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY. They affect the legal rights between the Customer and CONNECT3 by, inter alia, (1) requiring MANDATORY ARBITRATION OF DISPUTES; (2) charge an EARLY TERMINATION FEE and a DISCONNECT RATE; and (3) LIMIT CONNECT3'S LIABILITY UNDER THE AGREEMENT.
● SOFTARE APPLICATION PRODUCTS ("Applications") ARE NOT DESIGNED, DESIGNED OR APPROPRIATE TO ACCESS EMERGENCY SERVICES. There are important differences between traditional telephone services and applications. It is your responsibility to obtain, separately from the Applications, traditional (wireless) or landline telephone services that provide access to emergency services. Apps do not replace your primary phone service.
IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, DO NOT DOWNLOAD, INSTALL OR USE ANY CONNECT3 SOFTWARE APPLICATION OR SERVICE, INCLUDING THE CONNECT3 WEBSITE ("WEBSITE").
BY DOWNLOADING, INSTALLING OR USING ANY CONNECT3 SOFTWARE APPLICATION OR SERVICE, YOU AGREE TO COMPLY WITH AND COMPLY WITH THIS AGREEMENT, AND REPRESENT THAT ANYONE IS THE AGE OF MAJORITY IN YOUR JURISDICTION OF RESIDENCE, IS AN EMANCIPATED MINOR OR POSSESSION OF LEGAL CONSENT OF PARENTS OR TUTORS, AND THAT YOU ARE FULLY ABLE AND COMPETENT TO ENTER INTO THE TERMS, CONDITIONS, OBLIGATIONS , REPRESENTATIONS, REPRESENTATIONS AND WARRANTIES SET FORTH IN THIS AGREEMENT.
YOU UNDERSTAND THAT SERVICE 911 IS ONLY PROVIDED BY CONNECT3 IP DESK PHONES AND SIP TRUNKING SERVICES. YOU FURTHER UNDERSTAND THAT THE 911 SERVICE IS NOT PROVIDED OR AVAILABLE IN THE OTHER CONNECT3 SOFTWARE APPLICATIONS AND SERVICES (INCLUDING WITHOUT LIMITATION SOME SOFTPHONES).
IF YOU SUBSCRIBE TO ONE OF THE OTHER CONNECT3 SOFTWARE APPLICATIONS OR SERVICES (OR YOUR PHONE DOES NOT OFFER E911), YOU MUST MAKE ALTERNATIVE ARRANGEMENTS TO MAKE 911 CALLS, SUCH AS USING A TRADITIONAL CELL PHONE OR PHONE, AND YOU CONNECT WITH THE USER TO CALL 911.
YOU UNDERSTAND THAT THE CONNECT3 MOBILE APP USES YOUR DEVICE DIALER AND CELL PHONE SERVICE TO MAKE 911 CALLS. IF YOUR DEVICE DOES NOT HAVE CELL PHONE SERVICE, YOU WILL NOT BE ABLE TO CALL 911 FROM THE CONNECT3 MOBILE APP.
CONNECT3 SOFTWARE APPLICATIONS AND SERVICES ARE DESIGNED FOR GENERAL BUSINESS USE ONLY. THEY ARE NOT DESIGNED, MANUFACTURED, PROPOSED OR RECOMMENDED FOR USE OR RESALE AS EQUIPMENT OR SERVICES IN ENVIRONMENTS THAT REQUIRE FAIL-SAFE PERFORMANCE (EG, EMERGENCY MEDICAL CARE, DANGEROUS ACTIVITIES) OR IN WHICH FAILURE OF SERVICES MAY LEAD TO DEATH. SERIOUS PHYSICAL OR ENVIRONMENTAL INJURY OR DAMAGE. CONNECT3 SPECIFICALLY DENIES ANY EXPRESS OR IMPLIED WARRANTIES OF FITNESS FOR HIGH RISK ACTIVITIES OR SERVICES.
This Agreement governs your use of the Services, including but not including Cloud PBX, Cloud ACD, SIP TRUNKING, and the CONNECT3 website, and CONNECT3 software applications ("Applications"). This Agreement and the legal entity you represent by signing the service agreement or subscribing through the CONNECT3 website for any Service, using the Service, or downloading, installing or using any Application ("You"). If you are a person entering into this Agreement on behalf of your company, customer represents and warrants that you have the authority and that you are competent to do so.
1. Definitions:
a. "Account Information" means the information provided by the Customer in the Service Order, the CPNI Authorization Form, the LNP Form and other forms that CONNECT3 may request from time to time, including but not least telephone numbers, names, times or other items.
b. "Affiliate" means an entity that now or in the future controls, directly or indirectly, is controlled by, or is under common control, with a portion of this Agreement.
c. "Notice of Termination" shall mean a written notice from CONNECT3 that the requested Service has been installed by CONNECT3 in accordance with the Service Order and has been tested and functioning properly.
d. CPNI Form: The CPNI form contains customer-owned network information as defined by the Federal Communications Commission (47 U.S.C.§ 222 (h) (1)).
e. "Customer Data" means any data, information or other material of any nature that Customer has provided to CONNECT3 during the implementation or use of the Services.
f. "Documentation" means user manuals and other documentation related to the Services, which CONNECT3 makes available to Customer, in the form of documentation recorded on optical or magnetic media, accessible through the Internet or in the form of print media.
g. The "Effective Date" of this Agreement shall be the date on which the Service Order, downloaded services or Service Start Date is signed.
h. "Justified Interruption" shall mean any interruption, unavailability, delay or other degradation of the Service related to, associated with or caused by scheduled maintenance (as described in Section 17 hereby), actions or inactions by Customer or its end users, the Power provided by Customer or equipment, or an event beyond CONNECT3's control as defined in Section 25.
i. "Initial Payment" means the down payment set forth in the Service Order consisting of activation fees, Implementation Services fees, Equipment, and shipping charges (if applicable), Service Fees for the first month, and other related taxes and fees.
j. LNP form. The LNP form contains information required to transfer numbers from local operators. Local Number Portability is set out in Section 251(b) (2) of the Communications Act 1934, as amended.
k. "Out-of-Network" means the Service that originates or terminates in any location that is not on the CONNECT3 network.
l. "On the network" means the Service that originates and terminates at a location that is on the CONNECT3 network.
m. "Service" means any CONNECT3 service described in a quote, proposal and/or on the CONNECT3 services website (https://www.myconnect3.net/services-and-solutions.html) and identified in a particular line of a Service Order.
n. "Service Start Date" CONNECT3 will make commercially reasonable efforts to complete the installation and testing of the Product on or before the Service Start Date specified in the Service Programs. By successfully completing the CONNECT3 tests, CONNECT3 will provide Customer with access to the Service and customer will have a period of time not exceeding three (3) days to perform such tests, as it deems reasonably necessary to ensure that the Service complies with all material respects the material specifications set forth in the relevant service orders. If Customer does not notify CONNECT3 within this time period of any deficiencies, the Service will be deemed accepted. The "Start Date of Service" with which the Term of any Service Order begins shall be the date prior to (i) the completion of the tests and acceptance of the Service by the Customer, (ii) if the Customer has identified deficiencies, then the first date on which the Product meets in all material respects the relevant specifications , or (ii) the date customer begins to use the Service.
o. "Service Fee" or "Service Fees" means the monthly or annual fees set forth in the Service Order that Customer must pay to CONNECT3 as consideration for connect3's provision to the Customer of the Services.
p. "Service Levels" shall mean the specific remedies that CONNECT3 provides with respect to the installation and performance of the Service as set forth in the Service Level Agreement hereby annexed to Annex two.
q. "Service Order" means a Service request submitted by the Customer in the form designated by CONNECT3 that occurred in accordance with the information and instructions provided by the Customer by telephone, fax or electronic communication.
r. "Service Plan" means the monthly, annual, or longer-term subscription plan that a Customer accepts in the Service Order.
s. "Service Term" means the duration of the time (measured from the Service Start Date) for which the Service is requested, as specified in the Service Order. The initial term of this Agreement ("Initial Term") begins on the Start Date and remains in effect and in effect during the service period agreed in the Service Order. The Service Period will continue year after year after the expiration of the established Initial Service Period, until either party terminates it with thirty (30) days' written notice to the other prior to the expiration of the Service Period.
t. "Software" means any proprietary software (including any documentation relating to such software) owned, licensed, or that CONNECT3 has the right to sublicense under this Agreement, the software of which is provided to Customer under this Agreement or used or used to provide the Services.
u. "Customer Acceptance" means Customer's acceptance that the products and services were delivered as specified in the Service Order and that Customer agrees to the terms and conditions of this Agreement and the Service Order. Activating or using CONNECT3 services constitutes acceptance of the terms and conditions of this Agreement.
v. "Customer Locations" means the location(s) occupied by the Customer to which the Service is delivered.
w. "Users" means an employee or contractor of customer who may use the Services, with the total number of Users being the maximum number of personnel who may use the Services at any time.
2. Proposal for products and services: Any proposal and/or order form made by any representative of the company shall not be deemed valid or binding on CONNECT3 until such time as it has been duly accepted and executed by an authorized CONNECT3 official.
3. Products and Services:
a. Upon acceptance of this Agreement, CONNECT3 shall grant Customer a personal, non-exclusive, non-sublicenseable, non-assignable, non-resendable, non-transferable, revocable license and the right to use the Services and Applications in strict accordance with this Agreement for which The Customer chooses to contract with CONNECT3 as set out in the Service Order. CONNECT3 can rely on the account information that will be used in conjunction with the service. You represent that the Account Information will be accurate and complete and you agree that you have an ongoing obligation to maintain such accuracy and completeness. You agree that if you provide information, including Account Information that is, in any respect, inaccurate, incomplete, false or misleading, CONNECT3 may, in its sole discretion, suspend or terminate the Customer's Account. Customer may not distribute, copy, reproduce, translate, modify, adapt, reverse engineer, decompile or disassemble any aspect of the Service or its associated software.
b. CONNECT3, in its sole discretion, reserves the right to add, remove or modify features or functions, or to provide solutions, updates and improvements to the Applications and Services. You acknowledge and agree that CONNECT3 is under no obligation to make available to Customer any later versions of the Applications or Services without liability to Customer. You also agree that Customer must enter a renewed version of this Agreement if you wish to download, install or use a new version of the Software. In addition, Customer and CONNECT3 acknowledge that no third party is required to provide maintenance or support services with respect to the Applications or Services and that CONNECT3 is solely responsible for the provision of maintenance and support as provided in this Agreement and to the extent such maintenance and support is required by applicable law. You are responsible for backing up your information stored on the Services.
c. Customer acknowledges and agrees that CONNECT3's obligations to provide the Services are expressly conditioned on (i) Customer's payment of all Service Fees upon expiration, and (ii) Customer's adherence to the technical requirements for the Services set forth in the Services Documentation made available to Customer by CONNECT3 , because CONNECT3 can update it periodically.
4. Activación de cuenta:
a. The customer account will be activated on the service start date. CONNECT3 may retain account activation subject to verification of Customer Account Information and credit review.
b. Customer understands and agrees that (a) CONNECT3 may need to change from time to time the number assigned to the Customer (due to a division of the area code or for any other reason beyond CONNECT3's control, such as an order issued by a government entity with authority competence) and (b) after the termination of the Customer's Account for any reason , the Customer will no longer have access to such number. In any case, that phone number can be reassigned immediately to another customer. YOU AGREE THAT CONNECT3 SHALL NOT BE LIABLE FOR DAMAGES (INCLUDING, WITHOUT LIMITATION, CONSEQUENTIAL OR SPECIAL DAMAGES) ARISING FROM ANY REALLOCATION AND HEREBY DISCLAIMS ANY CLAIM WITH RESPECT TO ANY REALLOCATION, IF BASED ON ANOTHER AGREEMENT, TORT OR , EVEN IF CONNECT3 HAS BEEN INFORMED OF THE POSSIBILITY OF DAMAGES.
c. CONNECT3 will comply with the general rules of the telecommunications industry with respect to the portability of free numbers, including but not only (i) the Federal Communications Commission's (FCC) free number portability policies and rules and (ii) Industry guidelines for the administration of ATIS-sponsored free numbers, as any of the above may be amended from time to time. CONNECT3 must also comply with all applicable rules and guidelines with respect to Local Number Portability ("LNP"). In the event that Customer decides to obtain services from a different service provider for any reason, whether during or after termination of this Agreement, within the commercially reasonable time of Customer's request, CONNECT3 will take all necessary steps, in accordance with the terms of the relevant terms. fees regarding the transfer of local numbers, as well as the rules, regulations and availability of the transfer service, as necessary to allow such transfer to another service provider.
5. Credit and deposit approval. The Customer will provide CONNECT3 with the requested credit information, and the delivery of the Service is subject to credit approval. CONNECT3 may require Customer to make a deposit or deliver another form of security as a condition of (a) CONNECT3's acceptance of any Customer's Order and/or (b) CONNECT3's continuation of any Service in the event that (i) customer does not make payment to CONNECT3 of any undisputed amount when due, or (ii) customer has a material negative change in financial condition (as determined by CONNECT3 in its reasonable discretion). Any deposit will be limited to the estimated charges of two (2) months for the Service and must be paid at CONNECT3's written request. CONNECT3 will retain any deposit as a guarantee for payment of CONNECT3 charges. When Customer Service is terminated, the deposit amount will be credited to the Customer's account and the remaining credit balance will be refunded. Any deposit paid by the Customer pursuant to this Section 5 will be withheld by CONNECT3 in accordance with applicable law governing such deposit.
6. Term: This Agreement will become effective on the Effective Date and will continue during the Initial Term and all renewals, unless terminated earlier as set forth herein. At the end of the Initial Period, the Agreement will automatically renew for an additional twelve-month service period"), and will be renewed at the end of each Renewal Period for an additional one-year Renewal Period, at the current time rates unless Customer provides thirty (30) days' written notice to the other party of intent to cancel the Service. Instead of renewal under this Section 6 or cancellation, a Customer will have the option, at the expiration of the Initial Term or any Renewal Term, to renew the Month-to-Month Agreement at the month-to-month list price offered by the Services. The Customer shall be converted to month to month if the Customer provides CONNECT3 with at least thirty (30) days prior to the end of the initial period or the applicable Renewal Period, notifying of the intention to convert to the monthly service. Unless otherwise stated, You will pay all charges for the Services until the end of the Term Service. To the extent that the Service Period for any Service extends beyond the Initial Period or Renewal Period, then this Agreement shall remain in full force and effect for such Service until the expiration or termination of such Service Period.
7. TERMINATION.
a. Monthly plan customers. For Customers who choose Month-to-Month Service Plans, Customer may terminate or terminate use of the Services with or without cause at any time by notifying CONNECT3, subject to the restrictions and fees provided in this Agreement and any additional agreements governing the Services.
b. Annual Customer Plan. For annual plan customers, customer is purchasing the Service for the entire applicable period. You have ninety (90) days from the Effective Date to cancel the Initial Term without penalty with or without cause by notifying CONNECT3 in writing. In the event that Customer decides to cancel the Services during this initial 90-day period, Customer shall be liable only for the proportional portion of the Services and for related costs incurred up to the date of cancellation. Either party may terminate the Agreement with thirty (30) days notice of termination to the other party. However, in the event of termination under this Section 7.b by Customer after the first 90 days of the Effective Date during the Initial Period or any Renewal Period or if CONNECT3 terminates this Agreement for a just cause prior to the expiration of the Service Period for any service, an undue termination fee for the non-expired portion of the service term will apply and disconnection fees may also apply and other charges; However, provided that no charges apply for the remaining portion of the Service Term if such termination by the Customer is due to changes to the Service introduced by CONNECT3 and is not accepted by the Customer. At the end, fixed monthly rates will not be subject to apportionment for the unused portion of the monthly service. Any equipment returned along with a cancelled service order or termination under this clause may also be subject to a replacement fee. If customer transfers or transfers a Ported Number or Number to another service provider, Customer must notify CONNECT3 to cancel any Service related to such Numbers or Ported Numbers or service charges will continue. In addition, the Customer shall not be entitled to a refund for any unused portion. The parties acknowledge that the cancellation or termination charges set forth in this Section 7.b are a genuine estimate of the actual damages that CONNECT3 will suffer and do not constitute a penalty.
c. Upon termination or suspension of the Services, CONNECT3 may immediately deactivate or delete Customer's account and all related information and files in Customer's account and/or restrict any additional access to such files, information or applications or services. CONNECT3 shall not be liable to Customer or any third party for any reason to terminate or suspend Customer's use or access to the Applications or Services. If Customer or CONNECT3 terminates or suspends Customer's right to use the Services, Customer shall not be entitled to any refund or apportionment of prepaid amounts, plan credits or other amounts paid to CONNECT3 prior to the date of termination or suspension.
d. A Customer may not reduce the number of licenses, lines or seats, or the number of services, provided under a Service Plan during the Initial Period or any Renewal Term without CONNECT3's consent unless otherwise stated in the Agreement. Any reduction in the number of licenses, lines or seats under a Service Plan will be treated as a termination of the Service under this Section 7 with respect to those licenses, lines or seats. Any reduction or degradation of the Services will be treated as a termination of the Service under this Section 7 with respect to the applicable Services. CONNECT3's acceptance of any proposed reductions in licenses, lines, seats or Services shall not relieve you of its obligations to pay applicable fees and charges under this Section 7 unless CONNECT3 expressly agrees in writing to waive such fees and charges.
8. Use of services:
a. You understand and agree that you will be financially responsible for all outstanding fees and charges related to your use of the Service, regardless of whether such use was authorized or not. Without limiting the foregoing, Customer understands that any person to whom Customer provides his/her username and/or password may use the Customer's Account, Web Portal, voicemail or other features of the Service, and the Customer shall be fully liable to CONNECT3 for all charges resulting from such use.
b. Except as expressly stated otherwise herein, Customer shall be responsible for all costs, expenses, claims or actions arising out of calls to the Customer's Account, including (i) such calls whose purpose is the theft or unauthorized use of communications services or misleading or fraudulent communications of any nature (including, without exception, , calls related to unauthorized or fraudulent access to Customer's telecommunications equipment or communications intended to steal through unauthorized use of calling cards) and (ii) all unauthorized or fraudulent communications on pay-per-call numbers, information service calls, directory assistance calls or the like for which CONNECT3 is billed to be transferred to Customer (collectively , "fraudulent calls"). You will not be exempt from paying CONNECT3 for the Services provided to Customer or any part thereof on the basis that fraudulent calls constituted a portion of the Services. In the event that CONNECT3 discovers that fraudulent calls are being made (or reasonably believes fraudulent calls are being made), CONNECT3 will immediately notify the Customer. Notwithstanding the foregoing, nothing contained herein shall prohibit CONNECT3 from taking immediate action (within one (1) hour of CONNECT3's first attempt to notify Customer) that is reasonably necessary to prevent such fraudulent calls from being made, including but not least denying any Particular ANI Services or terminating any Service to or from specific locations affected. REGARDLESS OF WHETHER OR NOT YOU CONNECT TO THE 3-BLOCK SERVICE, THE CUSTOMER MUST BE FULLY RESPONSIBLE FOR ALL FRAUDULENT CALLS. If it is determined that fraudulent calls originated on the CONNECT3 network and the Customer, its employees or agents were not involved in fraudulent calls, the Customer shall not be liable for such calls, if CONNECT3 reasonably determines that such calls are in fact fraudulent in nature.
9. Accommodation services. The customer can also purchase CONNECT3 accommodation services (the "Accommodation Services"), which can be purchased separately. You grant CONNECT3 and its suppliers a non-exclusive, worldwide, royalty-free license for the term of this Agreement to edit, modify, adapt, translate, display, publish, transmit, participate in the transfer, reproduce, create derivatives works from, distributes, performs, displays, and otherwise uses Customer's content as necessary for the purposes of providing and operating the Hosting Services under this Agreement. If You provide CONNECT3 with the material you want CONNECT3 to host (e.g. custom music for Customer's music waiting) (the "Custom Materials"), Customer represents and warrants that you have obtained and maintain all rights, approvals and approvals necessary/or licenses for the use of the Custom Materials. Customer agrees to indemnify and hold CONNECT3, its officers, directors, employees, affiliates, suppliers and shareholders liable for all third party claims arising out of the use of the Custom Materials. Customer expressly: (a) grants CONNECT3 and its suppliers a license to cache materials distributed or available for distribution through the Hosting Services, including content provided by third parties, and (b) you agree that this caching does not constitute a violation of the customer's intellectual property rights or the intellectual property rights of any third party. Customer shall indemnify and hold CONNECT3 (including the fees and expenses of its attorneys) indemnify and hold CONNECT3 indemnified in connection with any claim or violation of any intellectual property rights in connection with materials distributed or available for distribution through the Hosting Services.
10. Equipment: In conjunction with the requested services, CONNECT3 may provide the Customer with customer Facilities Equipment (CPE). If Customer has received equipment from CONNECT3, then Customer must install the Equipment in accordance with the instructions provided by CONNECT3 (or its third party provider) or it will be installed by CONNECT3, as specified in the Proposal or description of the Service. In addition, connect3 Equipment should only be used for the purpose of using the Service. If Customer chooses to provide its own equipment for the service, where permitted, Customer is solely responsible for obtaining, using and operating any equipment not provided by CONNECT3 that may be used in association with the Service and agrees that CONNECT3 cannot provide information, service or support for such equipment. Customer shall allow CONNECT3 reasonable access to the Equipment, as necessary, to provide the Service requested by the Customer. All Equipment purchased from CONNECT3 is subject to the terms and conditions set forth in the Manufacturer's or Publisher's warranty, end-user license or agreement applicable to such Equipment, without warranty of any kind by CONNECT3. The customer must reimburse CONNECT3, based on the time and materials documented on an invoice, for the total cost of repairing and/or replacing any of the Equipment in the event that the equipment requires replacement due to (a) misuse, (b) lack of reasonable care, (c) alters the original CONNECT3 configuration, (d) damage, (e) theft or (f) disaster. The customer will not receive compensation for the downtime associated with the failure, replacement or repair of the equipment. CONNECT3's liability is strictly limited to the proportional reduction of CONNECT3 charges. If the service is terminated for any reason, customer must return all equipment provided by CONNECT3 within 30 days of termination or purchase CONNECT3 equipment directly. If the Customer requests to purchase the equipment or does not return the equipment within 30 days of the completion of the service, CONNECT3 will bill the Customer for the current value of the equipment. The equipment valuation is at CONNECT3's sole discretion. You understand that any VoIP equipment provided as part of your Cloud PBX, Cloud ACD, or other VoIP service that you purchase through CONNECT3, a reseller or compliance partner is only designed to work with CONNECT3 cloud services. If Customer or CONNECT3 terminates VoIP Services for any reason, Customer will not be eligible for a refund (in whole or in part) for fees paid by The Customer for the VoIP Equipment.
11. Account Charges: Customer will be charged an initial one-time "Non-Recurring Charge", and a monthly bill for the Services provided each calendar month and will bill all charges billed to Customer's account for the Services. You may also be charged non-recurring charges for other services requested as part of the Services. Such charges will include activation fees, monthly service fees, shipping charges, disconnection fees, equipment charges, toll charges, taxes, and any other applicable charges. The first month's service fee will be prorated to account for any partial calendar months that may occur as a result of the date monthly service fees are initiated.
12. Product Marketing: With respect to your advertising, offering or selling applications, services or any other product, CONNECT3 attempts to describe your products as accurately as possible. However, CONNECT3 does not warrant that descriptions, pricing, availability or other information related to the advertising, offering or sale of Services (collectively, "Product Information") on its website, marketing materials, promotional brochures, advertisements or other printed or electronic materials (collectively, "Product Materials") are accurate, complete, reliable, current or error-free. Despite our efforts, product information may be incorrectly priced, incorrectly described, or the product may not be available. In the event that CONNECT3 determines that a Product is priced incorrectly, incorrectly described, or unavailable, CONNECT3 reserves the right to take any action it deems reasonable and necessary to rectify the error, including but not including, but not to cancel customer's Account or subscription to the Services. You agree to notify CONNECT3 immediately if you notice any price or descriptive errors or inconsistencies with the Products Customer requests through the Product Materials and comply with any corrective action taken by CONNECT3.
13. Terms of payment:
a. All monthly invoices will be delivered to the Customer electronically over the Internet. Monthly service fees are paid in advance for each month's service; toll charges and any other applicable charges are billed after the end of service each month. Customer shall pay all monthly service charges as set forth by CONNECT3, including taxes, surcharges, evaluations, government fees and applicable charges for any special or enhanced services used by Customer. If the Customer challenges any part of the invoice, the Customer must submit the dispute to CONNECT3 in writing within 10 days of the date of the invoice. Customer's non-sending a written notice of dispute within this time period shall be deemed a waiver by customer of the right to dispute any part of the invoice. If the dispute relates to a portion of the invoice, the Customer must pay the undisputed balance within the time period set out above. The customer must send all billing disputes to billing@myconnect3.net. (b) If the Customer does not pay the invoice within the time period set out above, CONNECT3 shall have the right, in its sole discretion, to suspend or terminate the Service, with twenty-four (24) hours notice to the Customer. The Customer shall be responsible for the payment of the outstanding balance related to the Service, until the time of suspension or termination, before reactivating the Service. There will also be a fee to activate a suspended account. No suspension or termination of the Services or this Agreement shall exempt Customer from paying the amounts due below. Overdue amounts accrue interest at a rate of 1.5% per month (or the highest rate allowed by law, whichever is lower) from the due date until full payment.
14. PROHIBITED USES:
a. GENERAL. Any use of the Services or any other action that causes an interruption in network integrity, or threatens or compromises the security of CONNECT3, its suppliers or the Services, either directly or indirectly, is strictly prohibited and allows CONNECT3 to terminate the Services and Agreement without notice in CONNECT3's sole discretion. You will not use the Services in a manner that violates the requirements of applicable agreements (including, among others, privacy and security requirements imposed by Customer's financial institutions, such as the Payment Card Industry Data Security Standard), violate applicable laws (including, without charge, laws prohibit the transmission of unsolicited fax advertisements or laws to obtain the consent of a third party for call recording), violate the rights of others, or interfere with users, agents, services or equipment on the network. Customer will not use the Services to send unsolicited commercial emails ("ECU") to any person (UCE includes any email sent to a person with which Customer has no prior business relationship or who has not consented to receive the communication, and any other email communication that violates any applicable law prohibiting the transmission of spam). CONNECT3 shall have the right, in its sole discretion, but reasonably exercised, not to accept, transmit or deliver any message and/or content that reasonably believes to contain inappropriate content or that is, or could reasonably become, the subject of any legal, procedural or regulatory process or other governmental process, including but not a law enforcement procedure, process or consultation. You acknowledge that neither CONNECT3 nor its suppliers are responsible for the content of transmissions that may pass through the Internet and/or the Services. Any use deemed inconsistent with the restrictions in this Section 14 will result in termination of the Services without prejudice to any other remedies CONNECT3 may have. CONNECT3 may request a valid commercial license from Customer in the event of a reasonable suspicion of misconduct by Customer, and failure to provide a valid commercial license may result in termination of the Service.
b. REASONABLE COMMERCIAL USE. You agree, represent and warrant that you are purchasing the Services and Equipment (if applicable) for your own internal use only, and will not resell, transfer or charge for the Services or Equipment without CONNECT3's prior written permission. CONNECT3 service plans that offer unlimited minutes of PSTN calls ("Unlimited PSTN Plans"), unlimited fax, or unlimited text messages are for Customer's reasonable business use only. Such use shall not include certain activities, including but not including, but not only, automatic dialing, continuous or extensive call forwarding, continuous or extensive chat, continuous connectivity, transmission or transmission of text or fax messages, telemarketing (including, among others, the request or charitable or political survey), call center operations (except with respect to Customer's use of the VCC Services), unwanted faxes or text messages, faxing spam, calls/fax/text messages to any person (by using distribution lists or otherwise) who has not given specific permission to be included in such process or any other activity that is inconsistent with reasonable commercial use. Customer will not use the Services to send unsolicited commercial emails or text messages to recipients outside the Customer's organization. You will not transmit through the Services any communication or illegal, harassing, defamatory, abusive, threatening, harmful, vulgar, obscene, indecent or objectionable material of any other kind or nature. Customers also agree not to transmit any material that encourages conduct that may constitute a crime, violates the intellectual property rights of others, gives rise to civil liability or violates any applicable local, state, national or international law, regulation or other law. . Without limiting other remedies below, CONNECT3 reserves the right to immediately terminate or modify the Services of any Customer using the PSTN Unlimited Service Plan, fax or text message if CONNECT3 determines, in its sole discretion, that Customer is not using such plan for Customer's reasonable business use.
c. If you subscribe to Unlimited Plans, Customer will not trunk or forward with the Services or numbers to one other phone number(s) capable of handling multiple simultaneous calls, or to a private branch (PBX) or key system. The customer must not send spam or blasts (e.g. Send one hundred (100) or more mass voicemails or faxes and/or trash simultaneously), massive call lines (p. E.g. Customer service or sales call centers, "direct lines", 900 numbers, sports line numbers, etc.) or automatic dialing or "predictive" dialing (i.e. non-manual dialing or use of a software program or other means to dial or make outgoing calls continuously).
d. TEXT MESSAGES. With respect to text messages, text messages or other Mobile Messaging Services, Customer will not use the Services in violation of the Mobile Marketing Association Guidelines or the requirements, conditions or codes of practice of the network/wireless service provider. All text messages are subject to CONNECT3 policies and conditions, including but not fewer than the provisions of this Section 14 (Prohibited Uses) and the maximum allowable length of text messages. CONNECT3 reserves the right to segment, truncate or reduce the duration of any text message or to refuse to transmit and/or deliver a text message that does not comply with CONNECT3 or the policies or conditions of a third-party network operator.
15. Confidentiality:
a. CONNECT3 will treat all messages and customer account information as confidential. CONNECT3 will not intentionally disclose any message to any unauthorized person or organization; however, as long as CONNECT3 is not responsible for any inadvertent disclosure. CONNECT3 shall have the right to cooperate with all law enforcement agencies or organizations and may disclose to them any information they request in the performance of their official duties (which CONNECT3 may assume without independent consultation), without prior notice to the Customer requests.
b. Customer authorizes CONNECT3 to monitor and record Customer's calls to CONNECT3 in connection with the Account or Service for quality control purposes. Customer expressly consents and agrees that CONNECT3 may contact customer from time to time through (a) auto-dialing equipment, (b) wireless email or text message, or (c) connect3 voicemail.
16. Service level credits. In the event that CONNECT3 does not reach a particular level of service in a particular month, CONNECT3 will issue a credit to the Customer as set forth in the S/D Agreement corresponding to the Customer's request. The CONNECT3 maintenance log and problem ticket systems will be used to calculate any service level event. To apply for a credit, Customer must contact CONNECT3 Customer Service or submit a written request (in sufficient detail necessary to identify the affected Service) within thirty (30) days of the end of the month for which a credit is requested. CONNECT3 Customer Service can be contacted by email to the Director of Customer Service, CONNECT3, LLC. PO BOX 3329, MAYAGUEZ PR 00681-3329 or by calling the numbers published in www.connect-3.net. Under no circumstances shall the total amount of credits issued to the Customer per month exceed 50% of the total amount invoiced to the Customer for the Affected Service for that month.
17. Scheduled Maintenance. Scheduled maintenance of the CONNECT3 network will typically not result in service interruption or service interruption. However, in the event that scheduled maintenance requires an interruption or interruption of the Service, CONNECT3 will make commercially reasonable efforts to (i) provide Customer with written notice forty-eight (48) hours in advance of such scheduled maintenance, (ii) work with Customer in good faith to attempt to minimize any disruption to Customer's services that may be caused by such scheduled maintenance , and (iii) perform such scheduled maintenance during non-peak hours from 12:00 a.m. (midnight) until 6:00 a.m. local time.
18. EMERGENCY SERVICES - MARKED TO 911. CONNECT3 meets the FCC requirement to provide 911 service and has the necessary direct links to the local public safety response point (PSAP) to route calls to 911. However, due to excessive caution, we inform you that, under certain circumstances, when 911 is dialed, the E911 service may not be available or the E911 service may be limited in some way. These circumstances include: (a) In some circumstances, when 911 is dialed from a phone connected to an Internet telephone service, the E911 service may not be available. These circumstances include:
a. When the location of your IP phone device is at a different physical address than the one you indicated when you activated your account.
b. When you use a non-native phone number on the IP phone at its original physical address.
c. When your broadband phone device fails or is not configured correctly.
d. When there is an electric power outage, outage or suspension/disconnection of CONNECT3 service due to billing or other problems.
e. When there is a delay in the provision of the CONNECT3 service ("dial tone") at the physical address provided at the time of account activation.
f. When a change of address is reported, but has not yet been updated in the CONNECT3 account.
g. When the local PSAP receiving CONNECT3 E911 emergency service calls does not have a system configured for E911 services that allows the operator to capture and/or retain location or auto-number information.
h. Where there is an interruption of the Service for any reason, such interruption will prevent the operation of the entire Service, including Dialing 911. Such interruptions may occur for a variety of reasons, including but not fewer reasons described elsewhere in this document. We have no control over whether a local emergency response center answers or answers calls using our 911 dialing service. We deny all responsibility for the conduct of local emergency response centers and the national emergency call center. We rely on third parties to help us route 911 calls to local emergency response centers and a national emergency call center. We disclaim all liability in the event that such third party data used to route calls is incorrect or results in an erroneous result. Neither CONNECT3 nor its officers or employees may be held liable for any claim, damage or loss, and you waive any and all such claims or causes of action, arising out of or relating to our 911 dialing service unless such claims or causes of action arose from our gross negligence, recklessness or intentional misconduct. You must defend, indemnify and dissum CONNECT3, its officers, directors, employees, affiliates and agents and any other service provider providing services to you in connection with the Service, any and all claims, losses, damages, fines, penalties, costs and expenses (including but not least attorneys' fees) by you or a third party in connection with the absence, failure or interruption of the Service, including dialing at 911, incorrectly routed 911 dial calls, and/or the inability of any user of the Service to use 911 Dialing or access emergency service personnel.
i. Because the Customer's address does not necessarily correspond to the Customer's telephone number, the Customer must provide CONNECT3 with the address(s) where the Customer will use the CONNECT3 VoIP Service ("Registered Location(s)") when the Customer registers for the service.
j. If Customer relocates any equipment (PC with softphone, IP phone, or ATA with traditional phone) that Customer uses to access the VoIP Service, Customer must update customer's registered locations. If customer does not update Customer's Registered Location(s), any 911 calls made by Customer using VoIP Service will be routed based on the Location Previously Provided by customer and therefore cannot be routed to the appropriate PSAP for the Customer's new location.
k. In addition, because the VoIP Service, where possible, will automatically transmit the Customer's Registered Location to the PSAP, the Customer must update the Customer's Registered Location to ensure that the VoIP Service transmits accurate location information to the PSAP.
l. Once Customer notifys us of a change in Customer's Registered Location, there may be a delay in making the new Registered Location available to properly route 911 calls and notify PSAPs of the Customer's new Registered Location.
m. In some parts of the country where direct routing to PSAP is not available for VoIP 911 Service, the Service will route the Customer's call to the National Emergency Call Center, where trained agents will ask for the caller's name, location, and phone number to 911 and contact the appropriate PSAP to send assistance. The call center will not automatically receive the Customer's address and phone number. In these situations, public safety response times may be delayed. As a result, there may be an additional delay before emergency services arrive. Loss of electrical power. Unless Customer has a backup system to power customer's wired broadband Internet connection and any equipment (PC with softphone, IP phone, TRADITIONAL telephone ATA) that Customer uses to access Customer's VoIP Service, Customer will have no telephone service or 911 service during any power outage. Physical location registration is required. As mentioned earlier, Customer must register the Registered Location where the VoIP service will use for each VoIP telephone line that customer uses from CONNECT3 (for example, if customer purchases CONNECT3 Cloud PBX or Cloud ACD with three VoIP lines, customer must provide a registered Location for each of the three VoIP lines). CONNECT3 will obtain the registered location of the client as part of the service startup process and will not provide the VoIP service until the client has provided the customer's initial registered location. However, the Customer must update the Customer's Registered Location when the Customer uses the Customer's VoIP Service from a new location. Regardless of the Customer's registration address, in some circumstances, such as lack of direct routing to PSAP or the use of portable devices to access the VoIP Service, emergency calls will be routed to the National Emergency Call Center. Customer agrees to provide true, accurate, current and complete Registered Location information to CONNECT3 as part of the service initiation process and to update customer's Registered Location as soon as possible with true, accurate, current and complete information whenever Customer uses Customer's VoIP Service from a new location. If You provide Registered Location information that is, or that CONNECT3 suspects to be false, inaccurate, non-current, or incomplete, CONNECT3 has the right to suspend or terminate the Services and to reject current or future use of all Services, or any part thereof. CONNECT3, however, will not disable Customer's ability to make a 911 call during any service suspension. Customer may update customer's Registered Location by logging in to the Customer Account settings page or by contacting CONNECT3 Customer Service. For dialing purposes to 911, the customer can only register one registered location for each VoIP line. Notify all users of the limitations of 911. Customer must inform all business colleagues, householders, guests and others who may be present at the physical location where using the VoIP Service that 911 may not be available or may be limited in any way compared to the traditional 911 service. CONNECT3 will provide Customers with VoIP services for which the E911 service receives decals warning that the "E911 Service may or may not be available" for use with any VoIP equipment by mailing decals to Customers at the start of the Service. It is The Customer's responsibility to place these stickers on the equipment that Customer uses to access the VoIP Service. If the Customer has not received a decal, or if the Customer requires additional 911 decals, please contact customer support at 888-898-4591. (b) Software-based phone ("Soft Phone") - e911 calls not available. CONNECT3 may make available to Customer a Soft Phone, which allows it to receive calls through a software program running on Customer's personal computer ("PC"). The customer will NOT be able to make outgoing calls with Soft Phone, including calls made to emergency services through 911, e911 or emergency numbers. In addition, even if customer purchases connect3's separate outbound Soft Phone service, Customer may NOT make calls to emergency services using e911 services. CONNECT3 strongly recommends that Customer have access to a standard phone or cell phone at all times to make emergency phone calls whenever the outgoing CONNECT3 Soft Phone service is used.
19. Acceptable Use Policy; Content:
a. You are solely responsible for the content of your Account and all communications below.
b. You acknowledge that content is on the Internet or otherwise available through the Services that may be offensive or may not comply with all local laws, regulations and other rules. For example, it is possible by using the Services to access content that is pornographic, obscene, or otherwise inappropriate or offensive, particularly for children. CONNECT3 assumes no responsibility and does not exercise control over any content not created by CONNECT3, including but not including but not including content contained on the Internet or otherwise available through the Services. In particular and without limiting the generality of the foregoing, CONNECT3 does not censor or control the legality of such content. All content accessed or received by Customer through the Services is accessed and used by customer at its own risk, and CONNECT3 and its employees, agents, contractors and representatives shall have no liability for claims, losses, actions, damages, claims or procedures. that arises or is related to Customer's access to or receipt of such content.
c. CONNECT3 is under no obligation to monitor the content of the Services. However, Customer acknowledges and agrees that CONNECT3 has the right to monitor content electronically from time to time and to disclose any information that is necessary to comply with any law, regulation or other governmental request, to operate the Services properly or to protect itself or its Customers. CONNECT3 reserves the right to refuse to publish or delete any information or material, in whole or in part, that in its sole discretion is unacceptable, undesirable or violates this Agreement.
d. Customer acknowledges and agrees that CONNECT3 exercises no control over the content of messages sent or received by the Customer, and CONNECT3's sole obligation with respect to such messages is to transmit them to the person or persons designated by the sender, or where necessary, to another carrier's network. CONNECT3 is not responsible and will not be responsible for the content of any message sent or received by the Customer. You will indemnify CONNECT3 and hold CONNECT3 liable for any liability, loss, damages, injuries, claims, claims, lawsuits, settlements, awards, costs, charges and expenses of any kind, including but not a few, fees, costs and charges. and expenses arising from the content of such message, including but not a few, claims for defamation, harassment or violation of any person's privacy rights.
20. Storage space limitations: The amount of email, fax, and voice mail storage space per Customer is limited. Some email, fax, or voice mail messages may not be processed due to space limitations or outbound message limitations. However, if additional unassigned storage space is available on the Service, CONNECT3 will make commercially reasonable efforts to temporarily allocate a portion of such additional storage space to Customer's Account to meet Customer's immediate storage space requirements. Customer will be charged for all additional storage space allocated to the Customer's Account in accordance with current rates from time to time. You agree that CONNECT3 is not responsible for deletion or failure to store messages or other information.
21. Copyright and Trademark Notice: Trademarks, service marks and logos (trademarks") used by CONNECT3 and displayed on the CONNECT3 website (the "Site") or documentation are registered and common law trademarks of CONNECT3 and others. Nothing contained on the Site or anywhere else shall be construed as granting Customer any license or right to use any Trademark without the written permission of CONNECT3 or a third party that may be the owner of the Trademarks. Customer's use of the Trademarks or any other content on the Site is strictly prohibited. Materials may be available through the Service by third parties that are not under our control. We are under no obligation to review, and do not review, content transmitted, submitted or received using the Applications or Services in order to determine copyright infringement. However, CONNECT3 reserves the right to terminate access to its Applications or Services if a user infringes the copyright of others and, in appropriate circumstances, terminates access to the Applications or Services if CONNECT3 determines that a user is a repeat infringer. Pursuant to Title 17, Section 512 of the United States Code, all copyright infringement claims for any material Customer believes resides in the CONNECT3 Applications or Services must be sent in writing to CONNECT3 Legal Department at the current CONNECT3 address as published on the CONNECT3 website.
22. No contempt: Customer agrees not to engage directly or indirectly through a third party in any conduct or make any communication (public or private) that undermines CONNECT3 or the Applications or Services in any way. Such communications include, but are not limited to, posting, publishing, printing, disseminating or making derogatory statements on the Internet, on any blog or on any other form of social media. You further agree not to request or encourage, directly or indirectly, such statements, comments or communications from third parties. In accordance with the termination provisions below, CONNECT3 may terminate Customer's access to the Applications or Services if Customer fails to comply with the requirements of this section.
23. DISCLAIMER, LIMITATION OF LIABILITY: THE SERVICE IS PROVIDED "AS IS" AND CONNECT3 MAKES NO EXPRESS OR IMPLIED REPRESENTATIONS TO CUSTOMER WITH RESPECT TO THE SERVICE, ITS USE, CONDITION OR OPERATION. CONNECT3 MAKES NO WARRANTY THAT ACCESS TO USE OF THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT THE SERVICE WILL MEET ANY PARTICULAR PERFORMANCE OR QUALITY CRITERIA. CONNECT3 EXPRESSLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE AND FITNESS FOR A PARTICULAR PURPOSE. CONNECT3 SHALL NOT BE LIABLE FOR ANY ACT, ERROR OR OMISSION OF IT OR ITS EMPLOYEES OR AGENTS, EXCEPT FOR CONDUCT THAT CONSTITUTES GROSS NEGLIGENCE. IN ANY EVENT, CONNECT3'S SOLE LIABILITY HERE TO THE CUSTOMER FOR ANY DAMAGES OF ANY KIND THAT WILL NOT EXCEED THE FEES AND COSTS TO BE PAID BY THE CUSTOMER TO CONNECT3 FOR THE PAYMENT PERIOD IN WHICH THE CONDUCT RAISED THE PERIOD. NEITHER CONNECT3 NOR ITS SUPPLIERS SHALL BE LIABLE FOR UNAUTHORIZED ACCESS TO CONNECT3'S TRANSMISSION FACILITIES OR TO THE CUSTOMER OR TO THE PREMISS EQUIPMENT OR FOR UNAUTHORIZED ACCESS TO ALTERATION, THEFT OR DESTRUCTION OF CUSTOMER DATA FILES, PROGRAMS, TEMPERATURES, PROCEDURES, AGENCIES, OTHERS, PROCEDURES, PROCEDURES, PROGRAMS OR TAXES. OTHER METHOD, REGARDLESS OF WHETHER SO MUCH DAMAGE OCCURS AS A RESULT OF THE NEGLIGENCE OF CONNECT3 OR ITS SELLERS. Neither CONNECT3 NOR ITS SUPPLIERS SHALL BE LIABLE FOR MALFUNCTION OR FAILURE RESULTING FROM MISUSE, ABUSE, NEGLECTION, ALTERATION, MODIFICATION, INCORRECT INSTALLATION OR REPAIRS BY ANY OTHER CONNECT3. Neither CONNECT3 NOR ITS SUPPLIERS SHALL BE LIABLE FOR DELAYS OR INTERUPTIONS IN ACCESS TO OR USE OF SERVICES RESULTING FROM CUSTOMER EQUIPMENT, INTERNET USE OR TELECOMMUNICATIONS SYSTEMS THAT ARE NOT UNDER CONNECT3'S CONTROL, AND CONNECT3 SHALL HAVE NO LIABILITY FOR ANY DELAY. Notwithstanding the foregoing, IN NO EVENT SHALL 3 OR ITS EMPLOYEES OR AGENTS BE LIABLE TO THE CUSTOMER FOR: (A) ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, ANY LOSS OF DATA, LOSS OF WINNINGS OR LOSS OF INCOME. DIRECTLY OR INDIRECTLY FROM PERFORMANCE, OR FAILURE TO PERFORM, ANY SERVICE, INCLUDING THE INABILITY TO MARK 911 OR ACCESS EMERGENCY SERVICE PERSONNEL THROUGH THE SERVICE; (B) ANY PUNITIVE OR EXAMPLE DAMAGES; (C) ANY DAMAGES FOR, BASED ON, OR ARISING FROM ANY CAUSE THAT IS NOT UNDER CONNECT3'S CONTROL, INCLUDING WITHOUT LIMITATION, NATURAL DISASTERS, WEATHER CONDITIONS, CIVIL DISTURBANCES, MATERIAL CURRENTS, ELECTRONIC OR MECHANICAL FAILURES, OR PROBLEMS WITH, OR INTERRUPTION OF TELEPHONE SERVICE.
24. EXCLUSIVE REMEDY THE CUSTOMER'S SOLE AND EXCLUSIVE REMEDY FOR FAILURE OF SERVICES OR EQUIPMENT, WHICH CONNECT3 WILL HAVE THE RIGHT TO CHOOSE, IS REPAIR, REPLACEMENT, CREDIT OR REFUND. CONNECT3 MAY CHOOSE TO PROVIDE A REFUND INSTEAD OF CREDIT, REPLACEMENT, OR REPAIR.
25. Compensation: Customer agrees to defend, indemnify and hold CONNECT3, its affiliates, employees, agents and other Customers liable against any liability, loss, damages, injuries, claims, lawsuits, lawsuits, settlements, indemnifications, costs, charges and expenses. , including but not including, without charge, costs, charges and expenses incurred by CONNECT3 for investigation, defense and resolution, based on or arising out of performance or inability to perform any service in accordance with this Agreement.
26. Excusable Service Interruption: Notwith down to the contrary contained in this Agreement, CONNECT3 shall not be liable for any loss or damage or deemed to violate this Agreement due to the failure or delay of CONNECT3 compliance, in whole or in part, under this Agreement if such failure or delay in performance is due to causes beyond the reasonable control of CONNECT3 ("Excusable Service Interruption"). Any delay resulting from an Excusable Service Interruption will extend performance accordingly or excuse performance, in whole or in part, as reasonable. "Excusable Service Interruption" means any failure or deficiency that disrupts the CONNECT3 Service, such as: Force Majeure; scheduled maintenance and emergency maintenance and updates; DNS issues outside of DIRECT control of CONNECT3; false SLA violations reported as a result of interruptions or errors of any CONNECT3 measurement system; Customer's acts or omissions (or acts or omissions of others involved or authorized by Customer), including but not a few minutes any negligence, intentional misconduct or use of the CONNECT3 Services or facilities in violation of connect3's Terms and Conditions of Service or CONNECT3's Acceptable Use Policy; or the unavailability of the Required Customer's staff, including Customer's failure to provide CONNECT3 with accurate and up-to-date contact information. "Force Majeure" means the interruption of the Service provided by CONNECT3 due to something abnormal and unpredictable by the parties and beyond the reasonable control of CONNECT3, which includes, among others, acts of God, fire, flood, explosion, storm, atmospheric conditions such as rain fading. or other catastrophic event; strikes or work stoppages; lockouts interruption or delay in transport; unavailability or interruption or delay in telecommunications or third-party services; failure of third-party software or inability to obtain raw materials, supplies or energy used in the equipment necessary for the provision of the Service; CONNECT3 facility access circuits fail, unless such failure is caused only by CONNECT3; acts of any governmental authority or any civil or military authority, including regulatory mandates; national emergencies, cable outage(s); sabotage; insurrections riots terrorist acts vandalism; wars however; national emergencies; and unforeseen acts of third parties that cannot be prevented by acts of due care. Any delay resulting from a Force Majeure Event will extend performance accordingly or excuse performance, in whole or in part, as reasonable.
27. Ownership and Ownership Rights: All technologies, software, hardware, operational applications, procedures, scripts, telephone numbers or other materials of any nature or type prepared, provided or used by CONNECT3, other than items provided by Customer to CONNECT3, shall be deemed the sole and exclusive property of CONNECT3 and shall be retained by CONNECT3 upon termination of this Agreement. In the event that any item owned by CONNECT3 is in Customer's possession, Customer will return it immediately to CONNECT3 at the end of this Agreement or at CONNECT3's request. Customer acknowledges and agrees that any and all patents, copyrights, trademarks, service marks, trade secrets and all other intellectual property rights in the Applications and Services are and will remain the sole and exclusive property of CONNECT3 and its licensors. Nothing in this Agreement is intended to grant, transfer or assign any intellectual property rights or assign any intellectual property rights to Customer. Customer is only entitled to limited use of the rights expressly granted to Customer in this Agreement. You will not take any action to endanger, limit or interfere with intellectual property rights. You acknowledge and agree that any unauthorized use of intellectual property rights is a violation of this Agreement, as well as a violation of applicable intellectual property laws. You acknowledge and understand that all titles and rights in any third-party content that may be accessed through the Applications or Services are the property of the respective content owners and may be protected by copyright or other intellectual property laws and treaties. Customer agrees not to perform, cause, permit or authorize modification, creation of derivative works, translation, reverse engineering, de-compilation, assembly or piracy of the Applications or Services, or any part thereof. Customer agrees not to intercept, capture, emulate, decrypt or redirect communications protocols used by CONNECT3 for any purpose, including but not including, without regard, making the Applications connect to any computer server or other device not authorized by CONNECT3 or in a manner not authorized by CONNECT3.
28. Use and other information: By subscribing to the Service and at the later times requested by CONNECT3, Customer agrees to provide CONNECT3 with the customer's true, accurate, current and complete personal and/or business name, administrator's name, billing address, shipping address, the addresses where the Services will be primarily used, the registered address 911 for each applicable device, email address, contact phone number, credit card information and other data that may be necessary to manage the Customer's CONNECT3 account ("Account") (collectively, "Registration Data"). You represent and warrant that the information you provide is accurate, current and complete, and you agree to quickly update any information if you change. If Customer provides Registration Data that is, or that CONNECT3 suspects to be false, inaccurate, non-current, incomplete, fraudulent or illegal, CONNECT3 has the right, in its sole discretion, to suspend or terminate the Service and to reject any and all current or future use of all Services by Customer, Customer's business, affiliates and all users of the Customer's Account. At all times, the Customer must promptly maintain and update the Registration Data. By completing all Registration Data and agreeing to this Agreement, CONNECT3 will provide Customer with, as applicable, a password(s), user ID(s), PIN(s), telephone number(s), other account information. Through this control panel, the Customer will make all necessary changes to the itineraries, greetings and instructions that CONNECT3 representatives must follow. The control panel can be accessed via the Internet, at the Customer's sole cost.
29. Technical Support: CONNECT3 provides technical support to Customers through online chat, email, and, for some Service Plans, over the phone for the Services and equipment provided below. Support for other applications and uses is not provided or implied and, except as set forth in this Section, CONNECT3 is under no obligation to provide additional technical support.
30. Assignment: This Agreement is binding on the parties and their respective successors and assigns. You will not assign your rights, duties or obligations under this Agreement without CONNECT3's written consent. CONNECT3 may, without obtaining any additional consent from Customer, assign any of its rights, privileges or delegate any of its obligations under this Agreement.
31. Notices: CONNECT3 communicates with customers primarily by email. Notifications to Customer will be sent to the email address specified by the Customer at the time customer requested the Services or as subsequently specified by the Customer ("Email Address"). You are responsible for providing CONNECT3 with a valid email address and notifying CONNECT3 of any changes to the email address. You agree that sending a message to the email address is the agreed means of providing notice, unless expressly stated otherwise in this Agreement. Email is used to communicate important information about the Services, billing, changes to the Services, and other information. The information is time sensitive in nature. Customer is required to read any email sent to the Email Address in a timely manner to avoid any potential disruption to the Services provided below. All notices and communications required or permitted to be sent to CONNECT3 under this Agreement must be in writing and sent to the following email address or address: Director of Customer Service, CONNECT3, LLC. PO BOX 3329, MAYAGUEZ PR 00681-3329 - or -- info@myconnect3.net. Any notification delivered by electronic means shall be deemed effective on the first calendar day following the date of such electronic shipment.
32. Divisibility: Nothing term or provision of this Agreement that is determined by a court of competent jurisdiction as invalid or unforceable will affect the validity or enforceability of the remaining terms and provisions of this Agreement. Any term deemed invalid or unforceable shall be deemed separable from the remainder of the Agreement.
33. Third party beneficiaries. This Agreement shall be binding, intended exclusively for the benefit of each party hereto and its respective successors and assigns, and nothing in this Agreement, express or implied, is intended or conferred on either party any right. , benefit or remedy of any nature under or under this Agreement.
34. Independent Contractor: Nothing contained in this Agreement shall be construed or construed by the parties thereof, or by a third party, such as the creation of a principal-agent relationship, partnership, joint venture or any other relationship between CONNECT3 and the Customer, other than that of independent contractors who contract for the provision and acceptance of Services. Without limiting the generality of the foregoing, each party shall be responsible for hiring, supervising and compensating its own employees and providing benefits and withholding taxes for such employees.
35. Mandatory Arbitration:
a. Arbitration Procedures. PLEASE READ THIS PROVISION CAREFULLY. EXCEPT AS SET FORTH BELOW, CUSTOMER AND CONNECT3 WILL ARBITRATE ANY DISPUTE OR CLAIM IN ANY WAY RELATING TO OR ARISING OUT OF THE AGREEMENT, ANY BREACH OF THE AGREEMENT, OR THE PROPORTION OF SERVICES OR PRODUCTS TO THE CUSTOMER, INCLUDING ANY BILLING DISPUTES (collectively) "CLAIM(S). CLAIMS WILL BE SUBMITTED TO FINAL AND BINDING ARBITRATION ADMINISTERED BY THE AMERICAN ARBITRATION ASSOCIATION ("AAA"). The ruling on the award rendered by the arbitrator(s) may be filed in any court having jurisdiction over it. This arbitration agreement also requires Customer to arbitrate claims against other parties related to the Services or Products provided or billed to Customer if claims are filed against CONNECT3 in the same proceeding. ARBITRATION SHALL BE CONDUCTED UNDER THE COMMERCIAL ARBITRATION RULES PUBLISHED BY THE AAA. The client and CONNECT3 agree to assume their own fees, costs and expenses, including those of lawyers, experts and witnesses. The place of arbitration will be in Sarasota County, Florida, USA. The language of the arbitration shall be English.
b. PRIOR NOTICE OF CLAIM. BEFORE INSTITUTE ARBITRATION, YOU WILL PROVIDE CONNECT3 WITH AN OPPORTUNITY TO RESOLVE THE CLAIM BY SENDING A WRITTEN DESCRIPTION OF THE CLAIM TO CONNECT3 AT THE EMAIL ADDRESS OR ADDRESS BELOW. IF CONNECT3 CANNOT RESOLVE THE CLAIM WITHIN 30 DAYS OF RECEIPT OF THE NOTICE, THEN CUSTOMER OR CONNECT3 MAY INITIATE ARBITRATION AS DESCRIBED IN SECTION 33. All claim notices must be sent to: PO BOX 3329, MAYAGUEZ PR 00681-3329 -o-- admin@myconnect3.net. YOU WILL NOT DEMAND ARBITRATION UNLESS YOU FOLLOW THE ABOVE PROCEDURES IN THIS SECTION TO THIS SECTION 33.b MAY BE PRESENTED AS A FULL AND COMPLETE BAR AND DEFENSE, AND MAY BE USED AS 33.BY BASIS FOR AN INJUNCTION AGAINST ANY ARBITRATION, ACTION, SUIT OR OTHER INSTITUTE PROCEEDINGS IN BREACH OF THIS SECTION.
c. TIME LIMITATION. You agree that, regardless of any statute or law to the contrary, any claim or arbitration arising out of or relating to your use of the Services, or the Agreement must be filed within one (1) year after (a) prior to such claim or arose cause of action or (b) termination of customer Services or will be excluded forever.
d. PERSONAL JURISDICTION. To the extent that legal action is brought to enforce an arbitral award or for any other reason consistent with Section 33, Customer and CONNECT3 agree to submit to the personal and exclusive jurisdiction of the state and federal courts within the City of Mayaguez, Puerto Rico, and waive any objections regarding inconvenient place or forum in such courts.
36. Sure. If the Equipment installed by CONNECT3 on Customer's premises exceeds a replacement value of $5,000 and, upon written notice from CONNECT3, Customer will obtain and maintain during the Term of the Agreement at its own cost, property damage and liability insurance and insurance for loss or damage to the Equipment (including so-called extended coverage) , as a result of theft and other loss risks that are normally maintained on the Equipment of the type detailed below by the company conducting the business in which the Client is involved, in such quantities, in such form and with insurers that are satisfactory to CONNECT3. Each insurance policy will designate the Customer as insured and CONNECT3 as an additional insured and a loss beneficiary of the policy, as CONNECT3's interest may appear and stipulate that it cannot be cancelled or altered without at least thirty (30) days being notified in writing to CONNECT3 or its successor and assigns.
37. Applicable Law: This Agreement is entered into in the State of Florida and shall be construed, construed and applied in accordance with the laws of the State of Florida and shall govern them without reference to the principles of conflict of laws thereof. In any action to enforce this Agreement, the prevailing party shall be entitled to payment of all attorneys' fees and costs paid or incurred in such action. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to the Agreement.
38. Full Agreement: This Agreement, together with the CONNECT3 policies referred to herein, represents the entire agreement of the parties to this Agreement and supersedes all negotiations, representations, prior discussions or preliminary agreements between the parties. No representation, warranty or representation of any kind that is not contained in this Agreement shall in any way bind the parties. Any amendment or modification to this Agreement must be in writing and approved by both parties.
39. NO WAIVER. The fact that CONNECT3 does not exercise or enforce any right or provision of the Agreement shall not constitute a waiver of such right or provision.
40. Titles. The headings of the Agreement are for reference convenience only and shall have no effect on the construction or interpretation of this Agreement.
