Terms and Conditions
Accutel Inc. Terms of Service
The following terms and conditions of service (the “Terms”) govern your use of the Services. Any current Accutel Inc. (“Accutel”) document describing the plans, features, services or products you have selected and any other document incorporated by reference (collectively, the “Materials”) together with these Terms constitute our agreement with you (the “Service Agreement”). If there is any inconsistency between the Materials and these Terms, these Terms will prevail. No sales representative, dealer, agent, officer or employee of Accutel Inc. has the authority to change or modify these Terms, except pursuant to an official revised version of these Terms, and you may not rely on any such change or modification. These Terms cannot be changed by you.
THIS IS A LEGALLY BINDING AGREEMENT BETWEEN YOU AND ACCUTEL INC. AND CONTAINS IMPORTANT TERMS, CONDITIONS AND LIMITATIONS RELATING TO MATTERS SUCH AS 9-1-1 SERVICE, LIABILITY, WARRANTY AND CUSTOMER OBLIGATIONS. BY ACTIVATING OR USING THE SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD AND AGREE TO ALL OF THE TERMS, CONDITIONS AND LIMITATIONS SET FORTH IN THIS AGREEMENT.
Throughout this document:
• us, we, our, Accutel and Accutel Inc. means the Accutel Inc. entity named in the Service Agreement;
• Service or Services means any or all of the wireless services, Internet based services, phone services, or other services that you subscribe to under the Service Agreement or receive from or through Accutel Inc.;
• Equipment means any device, equipment or hardware used to access the Services or used in conjunction with the Services.
Unless otherwise specified in the Service Agreement, we may change, at any time, any charges, features, content or any other aspects of the Services, as well as any term or provision of the Service Agreement, without notice to you. If you do not accept a change to the Services, your sole remedy is to terminate the Service Agreement and the Services provided under the Service Agreement.
By entering into the Service Agreement, you:
• authorize Accutel Inc. to obtain information about your credit history and agree that Accutel Inc. may provide information to others about your credit experience with Accutel Inc.;
• accept all provisions of the Service Agreement, including those set forth in the Materials and these Terms;
• agree to cause all persons who use Services under your account or with your authorization to comply with the Service Agreement;
• acknowledge that the acts or omissions of all persons who use Services under your account or with your authorization will be treated for all purposes as your acts or omissions;
• acknowledge that you have received and had the opportunity to review a copy of the Service Agreement, including the Materials and these Terms;
• confirm that the information you have provided to us is up-to-date and accurate; and
• agree to notify us of any change in your information.
These Terms of Service constitute the agreement between you (“you” or “Customer“) and ACCUTEL Inc. Corporation (“us” or “ACCUTEL“) that sets out the terms and conditions that apply to your use of all or any of the services (collectively, the “Services“), including audio conferencing services (“Audio Conferencing“), Voice over Internet Protocol services (“VoIP Services“) and Internet based Web Conferencing services (“Web Conferencing“) and related software, equipment and components provided by ACCUTEL to you (collectively, the Equipment“).
Service Agreement. By activating or using any Service, Equipment or user account with ACCUTEL with respect to the Services (your “Account“), you agree to be legally bound by and abide by the terms of this Agreement. If you do not wish to be bound by this Agreement or any modifications which may be made by ACCUTEL from time to time (as described in Section 1), you may not activate or use any Service or Equipment and you must immediately contact ACCUTEL to terminate your Account, if you have one, and this Agreement.
Amendments to this Agreement. ACCUTEL reserves the right to amend this Agreement at any time. ACCUTEL will use reasonable efforts to publish each amendment before such amendment becomes effective, but at all times ensure that the latest, fully amended version of this Agreement is published, on its website at www.ACCUTEL.com, or such address as may be updated from time to time (the “ACCUTEL Web Site“). ACCUTEL may, but is not required to, advise you of such amendments by (a) sending you an electronic mail at the electronic mail address registered on your Account, or (b) or mailing notification by Canada Post to the address shown on your Account. You are responsible for regularly reviewing the ACCUTEL Web Site to obtain timely notice of such amendments. If any amendment is unacceptable, you may terminate your Account and this Agreement. If you do not terminate this Agreement before the effective date of the amendment, you will be conclusively deemed to have accepted the amendment.
Legal Capacity. You represent and warrant that you have reached the age of majority (at least 18 or 19 years of age) in the jurisdiction in which you reside and that you possess the legal right, capacity and ability to enter into this Agreement and use the Services in accordance with this Agreement.
Services. The details of the various Services, including other products and services offered by ACCUTEL can be found on the ACCUTEL Web Site. ACCUTEL may, from time to time at its sole discretion and without notice or liability, create, amend, change, or delete any Service, including changing pricing for any Services, introducing new Services, substituting old Services for new Services, changing any Service features and deleting any Services. If you do not agree with such changes, you may (as your sole remedy) terminate your Account as outlined in this document. The various Services offered by ACCUTEL include a variety of collaboration services and features, such as varying tiers of Audio Conferencing, Web Conferencing, Video Conferencing and Web Casting.
Term of Agreement. Service is offered and paid for, and the term of this Agreement shall be, on a prescribed recurring basis (usually monthly, though certain Services are offered on different recurring periods) for a term that begins on the date that your Account is activated (your “Billing Date“) until the end of a calendar month which is (the “Recurring Period“). The Services, and this Agreement, will automatically renew for the same Recurring Period, at ACCUTELs’ then-current rates and terms, without further action by either party unless this Agreement and the Account is terminated by the customer. You acknowledge and agree that the Service is provided for the full Recurring Period, meaning that if you attempt to cancel the Services or terminate this Agreement prior to the end of the applicable Recurring Period, you will be responsible for all charges relating to the then-current Recurring Period, including unbilled charges, plus a disconnection fee (if applicable), an early cancellation fee for term-based Service contracts (if applicable), and a fee for any unreturned Equipment that is the property of ACCUTEL (if applicable), all of which will become immediately due and payable.
6. Content Warning. You acknowledge that the Services provide access to content, information and materials that are uncensored. ACCUTEL makes no representation, express or implied, about such content, information or material. You acknowledge that some of the content, information and material that is available through the Services and the Internet may be inaccurate, offensive, harmful or in violation of applicable laws. You further acknowledge and agree that you and all those who use your Account or the Services are exclusively responsible for determining the accuracy, suitability, harmfulness or legality of any content, information or material received, transmitted or sent using the Services. We have the right, but not the obligation, to monitor or investigate any content that is transmitted using the services (other than voice services) or the equipment. We may also access or preserve content or information to comply with legal process in Canada or foreign jurisdictions, operate the services, ensure compliance with the service agreement or any policies, or protect ourselves, our customers or the public.
Your Account and Account Use. The use of any Service requires a valid Account. Regardless of whether you are the Account-holder, your use of any Service shall at all times be governed by this Agreement; however, if you are not the Account-holder, you are only permitted to use the Services with the permission of the Account-holder.
Account Holder. If you are the Account-holder, you are responsible for your Account and the maintenance, confidentiality and security of your Account and all passwords related to your Account. You are solely responsible and liable for any and all activities that occur under your Account, including all activities of any sub-Account holders and persons who gain access to your Account, whether with or without your permission. You agree to immediately notify ACCUTEL of (a) any unauthorized use of your Account, any Service provided through your Account or any password related to your Account, or (b) any other breach of security with respect to your Account or any Service provided through it, and you further agree to provide assistance to ACCUTEL, as requested, to stop or remedy any breach of security related to your Account.
Customer Information and Privacy. You acknowledge that you have read the ACCUTEL Privacy Commitment at http://www.Accutel.com, as it may be updated from time to time (the “ACCUTEL Privacy Commitment“), and hereby consent to the collection, use and disclosure by ACCUTEL and its agents of your personal information (whether previously collected or to be collected) for the purposes identified in the ACCUTEL Privacy Commitment. You also consent to ACCUTELs’ use of such personal information in accordance with applicable terms and conditions contained in this Agreement.
Account Information Accuracy. You agree to provide true, current, accurate and complete customer information as prompted by ACCUTEL registration or Account-creation process or as otherwise requested by ACCUTEL or its agents from time to time and you agree to promptly notify ACCUTEL of any changes to this information as required to keep such information held by ACCUTEL current, complete and accurate. Your customer information and other details about your Account and the Services are available online at Accutels’ Customer Self-Serve Portal found at www.Accutel.com.
Billing and Payment. It is the responsibility of the customer to read and understand the following billing policies (the “Billing Policies“). ACCUTEL reserves the right to change the Billing Policies at our discretion and without notice. The Billing Policies are set out as follows:
Fees. As an Account-holder, you hereby agree to pay such fees, including all applicable taxes, incurred by the use of any Service in arrears upon demand by ACCUTEL, all of which shall be charged to you in accordance with the rates and conditions established by ACCUTEL for the Service and as such rates and conditions may be amended by ACCUTEL from time to time in accordance with this Agreement. Such rates will be made available to you by ACCUTEL. Typically, an account will incur two types of fees:
i. Service-Based Fees-recurring, periodic Service fees based on the Services you have selected (please refer to your invoices, Dashboard, and the ACCUTEL Web Site for specific characteristics of your Services); and
ii. Usage -Based Fees and other Fees-depending on the Services to which you subscribe, fees based on usage (such as the number of hours or minutes used, the amount of data sent or received, or the destination or location of data transmitted and received) or other fees described in this Agreement (such as late fees or suspension fees on delinquent accounts).
You remain responsible for all unauthorized use of your Account until you notify ACCUTEL in accordance with this Agreement.
12. Billing and Invoices. Accounts are invoiced on your Billing Date, and invoices are generated and sent electronically via e-mail or on paper to the address registered with your Account via postage mail depending on your indicated preference. Your Service fees will be invoiced and billed in arrears and must be paid within 30 days of each Recurring Billing Period. Your usage-based fees for previous Recurring Period’s Services will appear on your invoice as a separate line item and will be billed in arrears. For greater clarity, this means that you shall pay a periodic Service fee in advance at the beginning of each Recurring Period, together with any usage charges or other fees from previous Recurring Periods. Any failure of ACCUTEL to provide you with a bill or invoice pursuant to this Agreement does not affect your responsibility to pay any incurred charges. Unless otherwise agreed to in writing by Accutel, we will bill you monthly and may bill you for up to six month from the date the charge was incurred.
13. Payments and Payment Methods. All amounts invoiced are due and payable within 30 days upon receipt of said invoice. The following pre-authorized or automatic payment options are available to you:
14. Pre-Authorized Payment. To sign up for Pre-Authorized Payment, and you must either complete the “Pre Authorized Payment” form with full signature by the Account holder (contact ACCUTEL customer support to obtain a copy). It is your responsibility to notify ACCUTEL promptly of any changes to your bank payment information. Accounts will not be backdated nor will payments or fees be refunded or reversed for non-usage or to avoid additional usage-based fees or service fees. Automatic payments are processed on the Billing Date. Account adjustments must be made a minimum of 5 days prior to the assigned auto-debit processing date.
i. Credit Card. Automatic monthly payments may be made using a major credit card: Visa, MasterCard or American Express. It is your responsibility to notify ACCUTEL promptly of any changes to your credit card payment information prior to your next Billing Date. To sign up for automatic monthly credit card payments, you may complete the Credit Card payment process by contacting Accutel Customer Care if your Account has already been activated.
ii. By Cheque. You may mail a cheque payable to ACCUTEL Communication along with your invoice stub, to ACCUTEL, 530 Kipling Avenue, Toronto, Ontario M8Z 5E3
Contact our billing department for more information or to sign up for or withdraw from any particular method of payment. Available billing and payment options may vary depending on your location, the Services you receive or your plan, and ACCUTEL reserves the right to modify the types of payment it will accept, at any time, in its sole discretion.
15. New Accounts. All Account invoices are payable immediately upon issuance, whether delivered via e-mail or postage mail. If you are set up for credit or Pre-Authorized Payments, these amounts will be automatically taken care of by your credit card company or banking institution. If these payments are declined, you will be notified by our collections department. Your Service may be suspended at ACCUTELs’ sole discretion until such time as ACCUTEL receives full payment.
16. Late, Rejected and Unpaid Amounts. Rejected Payments. If any payment you make is rejected or returned for any reason, ACCUTEL will charge a $25 processing fee to your Account, and your Account may be subject to suspension at ACCUTELs’ sole discretion (A) for cheque payment methods, if not fully paid within 5 business days of ACCUTELs’ notice to you of such a rejection, and (B) for pre-authorized debit, within 7 Business of ACCUTELs’ notice to you of such a rejection and, (C) for other payment methods, immediately.
17. Unpaid Accounts, Late Fees, and Delinquency Fee. Any outstanding balance on your Account (including accumulated late fees) unpaid for 30 days after the invoice date will accrue late fees (commencing on the invoice date) at a rate of 3% per month on the total amount overdue. You agree that we can charge any unpaid or outstanding amount, including any late payment charges, on your account to your credit card, bank account or any other payment method pre authorized by you for payment of our charges.
18. Suspension of Unpaid Accounts. If there is an unpaid balance on your Account over 28 days in arrears, ACCUTEL reserves the right to suspend your Services and/or Account or your access thereto until you make such arrangements to pay the balance owing in full, without affecting your obligation to pay all amounts outstanding. To reactivate a suspended Account, a $25 reactivation fee will be charged to your account and the total outstanding balance must be paid in full. Furthermore, ACCUTEL may require a particular payment method be used for all future payments. Any Accounts outstanding for more than 90 days will be sent to collections and will be subject to other collection charges.
19. Collection. You agree to pay all costs incurred by ACCUTEL in the collection of any delinquent charges due under this Agreement or in the enforcement of this Agreement, including lawyers’ fees. As outlined in the ACCUTEL Privacy Commitment, ACCUTEL may release customer information to a collection agency for collection purposes only, as ACCUTEL does not sell personal information.
20. Service Plan or Payment Plan Changes. Any adjustments made to your Account or the Services you receive can only be made by the authorized Account holder or other authorized person listed on your Account. At the time you sign up for a different method of payment, changes in your method of payment will go into effect immediately.
21. Cancellations. To cancel an Account or any Service, the authoritative Account holder must give a 30 day notice of cancellation by e-mail, fax, letter, telephone call or online submission. All Accounts will have the cancellation made effective at the end of the Recurring Period in which the request is received in. For greater clarity, Service fees will not be calculated on a prorated basis for any Recurring Period.
22. Refunds and Credits on an Account. All amounts paid or pre-paid to Accutel Inc. in respect of your account are non-refundable. If you have any credit remaining on a prepaid quarterly, semi-annual or annual account after cancellation, you may choose to have it 1) held on Account until future use. 2) Transferred to another account holder of your choice or 3) used for the purpose of changing the service to a mail forwarding or other service of your choice. Credit left on an account is non-refundable. Account credits are not calculated for any partially used recurring periods.
23. Services Used. You, the Account-holder, shall be responsible for all usage charges on your Account, whether incurred by you or other users. It is your, and not ACCUTELs’, responsibility to track the use of your Account, including tracking any measurable units or charges that may be used in relation to your Account.
24. Limitation Period for Billing Disputes. Unless you notify ACCUTEL of any errors, discrepancies or irregularities in any billing within 30 days after they first appear on your bill or invoice, such bill or invoice will be deemed accepted by you for all purposes and you agree to release ACCUTEL from any and all liability and claims of loss resulting from such errors, discrepancies or irregularities.
l. Administration charges may be levied for administration or account processing activities in connection with your account, including and not limited to the following:
Collection efforts due to non-payment or having a balance over your credit limit
Court costs in the event the matter requires legal dispute resolution
Returned or rejected payments
Change of any identifier (e.g. phone number)
The restoration of service
24. Early Cancellation Fees. If you subscribed to a term, specific time commitment or a “committed period”, you may be subject to an early cancelation fee (“ECF”) for each service. Any decrease in your committed period may be subject to a fee. If your service is terminated prior to the end of the committed period, you will be required to pay Accutel the full balance of the unused portion of your commitment period plus taxes.
25. Security Deposits and mandatory prepayments. Accutel may require or impose a security deposit or mandatory prepayment of service at any time and on such terms as determined by us at our sole discretion. Upon notice to you we may assign, change or remove credit limits on your account.
12. Service Limitation by your Financial Institution. Your right to use the Services is subject to any limits established by your credit card issuer or financial institution, if applicable. By using a credit card, pre-authorized payment, bank account withdrawal, Bank Account Debit, or other payment method you expressly authorize ACCUTEL or its agents to charge all fees and charges incurred by you under this Agreement to such payment method and such authorization will survive termination of this Agreement until there are no charges owing by you under this Agreement.
26. Service Limitations. The following provisions apply with respect to all Services:
a. General Practices and Limits. You acknowledge that ACCUTEL may establish general practices and limits concerning the use of the Services, including: the maximum size of any conference call or other data that may be sent from or received by an Account. You agree to comply with all such general practices and limits, regardless of when or how such limits are conveyed to you. You acknowledge that such general practices and limits may differ for different portions of the Services and may be set at different levels for different users based upon factors that may be determined in ACCUTELs’ sole discretion. ACCUTEL reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice. You further agree that violating such practices or exceeding such limits may result in suspension, restriction or termination of your Account or the imposition of additional charges.
b. Internet-based Services. Some of the Services depend on the Internet, including networks, cabling, facilities and equipment that is not in the control of ACCUTEL; accordingly (i) any representation made by ACCUTEL regarding access performance, speeds, reliability, availability, use or consistency of the Services are on a “commercial best efforts” basis, (ii) ACCUTEL cannot guarantee any minimum level regarding such performance, speed, reliability, availability, use or consistency, and (iii) data, messages, information or materials sent over the Internet (such as calls made using VoIP Services, or e-mail messages sent or received) may not be completely private, and your anonymity is not guaranteed.
c. Interoperability. ACCUTEL does not guarantee or make any representation or warranty that any Service will operate with any particular equipment or software, including all Internet applications, wireless devices and appliances. It is your responsibility to ensure that your equipment and software meet the current minimum requirements specified from time to time by ACCUTEL as being necessary for access to any Service (however, compliance with such minimum requirements does not imply compatibility with the Services). From time to time, the equipment or software required to access the Services may change. Accordingly, your equipment or software may cease to be adequate to access the Services. In such circumstances, you may choose to upgrade your equipment or software, the cost of which will be borne by you, or you may choose to terminate your Account.
27. Long-Distance Call-Specific Provisions. Rates and Fees. Some of the Services include the ability for you to place long-distance telephone calls. By dialling or placing a long-distance telephone call, you agree to pay ACCUTELs’ then-current rates and fees for such calls. ACCUTEL will make its rates and fees for long-distance telephone calls available upon request. ACCUTEL may, in its sole discretion, change such rates and fees at any time and without notice.
You are solely responsible for the use of the Accutel Services by you and other users, including for all calls originating from your telephone(s), as well as for all charged calls accepted at your telephone(s), regardless of who made or accepted them. You shall: (a) take all necessary measures to ensure that the Accutel Services are used in accordance with this Agreement; and (b) be liable for all consequences resulting from any breach of this Agreement.
28. Unlimited Plan Limitations and Prohibitions. Even for unlimited long-distance plans, ACCUTEL, in its sole discretion, reserves the right to terminate, curtail or suspend your Services if your calling patterns materially exceed ACCUTELs’ average customer calling patterns under similar plans or if you breach any part of this Agreement.
29. Support. The ACCUTEL Customer Support Team will provide telephone assistance on a reasonable efforts basis, via the telephone number and during the hours specified on the ACCUTEL Web Site. Assistance is limited to your issues using the Services or your Account and may exclude problems related to certain equipment and software, as specified by ACCUTEL, in its discretion. ACCUTEL cannot guarantee the resolution of any particular problem or Services interruption, and your sole remedy in the event of your dissatisfaction or ACCUTELs’ failure to resolve any particular problem is to terminate the Agreement in accordance herewith.
30. Software Supplied by ACCUTEL. You agree that any and all software and documentation that forms part of the Services or that is supplied by ACCUTEL, its agents or representatives for use in connection with the Services (the “Software”) is protected by applicable intellectual property laws, remains the sole property of ACCUTEL or its suppliers and is supplied subject to the terms of this Agreement, including the Disclaimers and Limitations of Liability herein, and the terms of any applicable software license made available to you by ACCUTEL. Unless otherwise expressly authorized by ACCUTEL or in the applicable Software license, you agree not to:
a. copy, modify, rent, lease, loan, sell, assign, sublicense, grant a security interest in or otherwise transfer any right or interest in the Software;
b. distribute, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover the source code, of the Software;
c. remove any proprietary notices or labels on or in the Software; or
d. allow any other person or entity to engage in any of the foregoing activities.
31. Acceptable Use and Prohibitions. You agree to fully abide by each of the following terms and conditions regarding the acceptable and prohibited use of the Services:
a. Background. ACCUTEL Communication is committed to being the best possible network citizen. To assist us in protecting the usefulness and enjoyment of the Internet and the Services for our members and for other users, we require full compliance with these acceptable use provisions.
b. Lawful Use. The Services may be used only for lawful purposes.
c. Prohibited Conduct. Without limiting the generality of the foregoing, you further agree that you will not:
i. use or register ACCUTEL Communication trade-marks, trade names or logos, including any such trade-marks, logos or service marks displayed on any web site(s) operated by ACCUTEL, without ACCUTELs’ express prior written permission;
ii. share, resell, reproduce, copy, distribute, redistribute, or exploit for any commercial purposes, any portion of, use of or access to, any Service, except where expressly authorized by ACCUTEL;
iii. you may not share or transfer your service without our express consent
iv. violate this Agreement as it may be updated from time to time;
From time to time we may establish policies, rules and limits (together, the “Policies”) concerning use of services, equipment and any products, content, applications or services used in conjunction with the services or equipment. Your use of the service is subject to these policies. We reserve the right to restrict, change, suspend or terminate your service by any means if your access, use or connection to the service, equipment or our facilities is impairing or adversely affecting our operation or the use of our services or facilities by others.
d. Notification regarding Prohibited Use. If at any time you become aware of any violation, by any person or entity, of the acceptable use rules set out above, which involves your Account, you agree to immediately notify ACCUTEL and provide ACCUTEL with assistance, as requested, to stop or remedy such violation.
e. ACCUTELs’ Remedies. Without limiting any of ACCUTELs’ rights to suspend, restrict or terminate your Services or Account as described elsewhere in this Agreement, ACCUTEL may suspend, restrict or terminate your Services or Account without notice if, in ACCUTELs’ sole and absolute discretion, ACCUTEL determines or believes that you have violated any of the acceptable use rules set out above.
32. Proprietary Rights. You acknowledge and agree that:
a. ACCUTEL Content-except where expressly stated otherwise, all programs, Services, processes, designs, technologies, materials and all other things comprising the Services are owned by ACCUTEL, its licensors or its suppliers and are protected by applicable copyrights, trade-marks, patents, trade secrets or other proprietary rights and laws;
b. Your Content-ACCUTEL does not claim ownership of information, materials, software or other content (collectively, the “Customer Content”) that you post, upload, input, provide, submit or otherwise transmit to ACCUTEL, or any third party using the Services; however, you agree that by posting, uploading, inputting, providing, submitting or otherwise transmitting the Customer Content to ACCUTEL or any third party using the Services, you have thereby granted ACCUTEL a royalty-free, non-exclusive license to use, copy, distribute, transmit, display, edit, delete, publish and translate such Customer Content to the extent reasonably required by ACCUTEL to provide the Services to its customers or to ensure adherence to or enforce the terms of this Agreement;
33. Compliance Measures and Complaints. You acknowledge and agree that ACCUTEL has no obligation to censor or monitor use of the Services by you, any customer or any third party, including any obligation to censor or monitor any Customer Content, material or other information sent, received or accessible by you through the Services or the Internet. However, you agree that ACCUTEL has the right to, without notice, monitor use of the Services and monitor, review and retain such Customer Content, material or information if ACCUTEL reasonably believes that such activity is reasonably necessary to provide the Services to customers, ensure adherence to or enforce the terms of this Agreement, comply with any laws or regulations, respond to any allegation of illegal conduct or claimed violation of third party rights, or protect you, itself or others. If ACCUTEL receives a complaint relating to use of the Services by you or through your Account, you acknowledge and agree that ACCUTEL may, in its sole and absolute discretion and without notice or liability: investigate the complaint; restrict, suspend or terminate any Accounts or Services involved; or remove any Customer Content, information or materials from its servers.
34. Disclaimers and Limits of Liability. Customer acknowledgement-you acknowledge and agree that: (a) all use of the services is at your own risk; (b) the Accutel web site(s) which you may visit while using the services may contain links to other web sites. these links are provided solely as a convenience to you and the inclusion of any such link does not imply endorsement, investigation or verification by Accutel of such web sites or the information contained therein; and (c) the services are provided on an “as is” and “as available” basis.
35. Disclaimer of Warranties. Accutel Inc. makes no conditions, warranties or representations about the suitability, reliability, usability, security, quality, capacity, performance, availability, timeliness or accuracy of the services, any other products or services supplied under this agreement, the networks of third parties or any content sent or received using or through the services. Accutel expressly disclaims all conditions, warranties and representations, express, implied or statutory, including implied conditions or warranties of merchantability, fitness for a particular purpose, durability, title and non-infringement, whether arising by usage of trade, course of dealing, course of performance or otherwise.
36. No Liability. Notwithstanding any other provision of this agreement, in no event shall Accutel Inc., its parents, subsidiaries, affiliates and their respective officers, directors, agents, employees, suppliers, resellers and distributors (collectively, the “Accutel entities“) be liable for any direct, indirect, special, incidental, consequential or punitive damages, or any other damages or losses whatsoever, including damages for loss of profits, goodwill, opportunity, earnings, use or data, arising directly or indirectly from or related to this agreement or the use, non-use, or installation of the services or any software or service access device or related components, regardless of the cause of action and even if one or more of the Accutel entities have been advised of the possibility of such damages or losses, including damages or losses arising from or in any way related to the following:
a. any suspension, curtailment, restriction, termination or other limitation placed on your services or your account;
b. any act or omission of you or any third party, including any threatening, defamatory, obscene, offensive or illegal conduct or any infringement of another’s rights, including intellectual property rights;
c. the performance of the internet or the services;
d. the content or accuracy of any material, information or data (including any software) related to this agreement or viewed, downloaded, accessed or transmitted using, over or through the internet or the services, including material which infringes the rights of others or otherwise violates laws or regulations;
e. the viewing, downloading, transmitting, accessing, purchasing or by any other means acquiring any information, material, product or service accessible through the internet or the services;
f. delays, errors, interruptions, mistakes, omissions, non-delivery, incorrect delivery, viruses, trojan horses, spyware, spam or defects in the transmission of any information, material or data over or through Accutel’s systems or networks or the systems or networks of third parties; and
g. Installation or maintenance of the services, whether by you, Accutel or third parties, including if an installation appointment for the services is missed, either by Accutel or by any third party installer.
37. Limitation of Liability. Without restricting the foregoing, circumstances may arise in which you or another party is entitled to recover damages from one or more of the Accutel entities. In such instance, the aggregate liability of the Accutel entities for damages is limited to $100.00.
38. Applicability. Some jurisdictions prohibit the disclaimer of certain warranties or conditions or the limitation of certain types of liability. in such circumstances, to the extent that such prohibitions prohibit any exclusions and limitations in this agreement, such exclusions and limitations will not apply to you strictly to the extent necessary to make this agreement consistent with such prohibitions.
39. Service Level. Accutel Inc. does not guarantee or warrant the performance, availability, coverage, uninterrupted use, security, pricing, or operation of the services, the equipment or any of the products, content, applications, services, facilities, connections or networks used or provided by us or third parties (collectively, the “offering”) .
40. Use. You bear the risk as to the use, availability, reliability, timeliness, quality, security and performance of the offering connection and or network.
41. Limitation of Liability. Accutel’s liability, if any arising out of or in any way related to the performance of its services shall be limited to general monetary damages prorated to the length of time which it takes Accutel to remedy the failure, after Accutel receives notice of the failure, and in any event not to exceed the total amount paid by the customer for Accutel’s services in the month immediately preceding the occurrence of the event giving rise to such liability. Accutel shall not be liable under any circumstances for damages in respect of any direct, indirect, special, exemplary, punitive or consequential damages, including, without being limited to the following, property damages, lost profits, loss of business opportunities, that result in any way from the use of Accutel services, or any part thereof, by the installation of its services and/or equipment by Accutel, its agents and/or suppliers, by the customer or any other person through their account, or any claim or demand against Accutel by any other party. Although changes in phone numbers and service arrangements are not anticipated, Accutel cannot warrant against them.
42. Indemnity. You agree to indemnify and hold harmless each of the Accutel entities from all demands, claims, awards, actions, proceedings, damages, losses, costs, charges and expenses, including legal fees, incurred by or made against any of the Accutel entities, which result from or relate to:
a. any failure or outage of the service,
b. access to or use, by you or any third party, of the services, any service access device or related components, or your account; or
c. any of your acts or omissions, including breach or non-performance of this agreement and any violation of third party rights.
43. Indemnification. Indemnification and hold harmless Accutel Inc. and its affiliated companies from and against any claims, losses, damages, costs and expenses (including, without limitation, reasonable legal fees and other litigation expenses) incurred by Accutel relating to your violation, alleged violation or misappropriation of any intellectual property, industrial contractual, privacy or other rights of a third party or any alleged libel or slander by a third party against you.
44. Termination. Termination by You. You may stop using the Services at any time, but ACCUTEL will continue to bill you until you terminate your Account or the Services in accordance with this provision. You may cancel your Account or any Services by cancelling direct with a ACCUTEL customer service agent by telephone, or sending a fax, e-mail or letter to ACCUTEL, at least 30 days prior to your next Billing Date and specifying the following: (i) your request for Account or Service termination; (ii) your name and contact telephone number; (iii) your Username and password; (iv) if a pre-authorized or automatic payment plan is used for your Account, the last 4 digits and expiry date of your credit card or the last 4 digits of your financial institution Account number and the name of the financial institution used for billing; and (v) your reason for terminating your Account.
Please be advised that only the Account holder may terminate the account. ACCUTEL will process your termination request effective on the day immediately before the next Billing Date, provided ACCUTEL received your request at least 30 days before that Billing Date.
45. Termination by ACCUTEL. ACCUTEL may, in its sole discretion, suspend, restrict or terminate your Services or your Account, effective at any time, without notice to you, for any reason:
a. The operation or efficiency of the Services or ACCUTELs’ or any third party’s equipment or network is impaired by the use of the Services from your Account;
b. any amount is past due from you to ACCUTEL;
c. ACCUTEL has received a third party complaint which relates to the use or misuse of the Services from your Account;
d. you have been or are in breach of any term or condition of this Agreement; or
e. the Account contains invalid contact information.
46. Effect of Termination. Termination of your Account by you or ACCUTEL automatically terminates this Agreement, but shall not relieve you from any amounts owing or other liability accruing under this Agreement prior to the time that such termination becomes effective. If your Account or any Service is suspended, restricted or terminated, ACCUTEL shall have no obligation to forward any unread or unsent messages to you or any third party or to maintain any messages, information or other Customer Content related to your Account and you acknowledge that all such messages, information and Customer Content may be immediately deleted. Without limiting the generality of the foregoing, you acknowledge that upon suspension, restriction or termination of your Account, all e-mail addresses related to your Account may be immediately deleted or reassigned to other customers.
47. No Notice of Termination. ACCUTEL shall have no responsibility to notify any third party, including any third party providers of services, merchandise or information, of any suspension, restriction or termination of your Account or any of your Services.
48. General. Interpretation. In this Agreement, any word is deemed to include the masculine, feminine, neuter, singular or plural form thereof as the context so required. The captions and headings used in this Agreement are for convenience only and do not constitute substantive matter and are not to be construed as interpreting the Customer Contents of this Agreement. The word “including“, the word “includes” and the phrase “such as“, when following a general statement or term (whether or not non-limiting language such as “without limitation” or “but not limited to” or other words of similar import are used with reference thereto), is not to be construed as limiting the general statement or term to any specific item or matter set forth or to similar items or matters, but rather as permitting the general statement or term to refer also to all other items or matters that could reasonably fall within its broadest possible scope, and the word “or” between two or more listed matters does not imply an exclusive relationship between the matters being connected.
49. Waiver of Rights. The failure of ACCUTEL to insist upon or enforce strict performance of any provision of this Agreement shall not be construed as a waiver of any provision or right. Neither the course of conduct between you and ACCUTEL nor trade practice shall act to modify any provision of this Agreement.
50. Severability. If any of the provisions of this Agreement or any part thereof shall be or held to be invalid or unenforceable, such invalidity or unenforceability shall not invalidate or render unenforceable the entire Agreement but rather the entire Agreement shall be construed as if not containing the particular invalid or unenforceable provisions or parts thereof, and the rights and obligations of the parties shall be construed and enforced accordingly, with the invalid or unenforceable provisions or parts modified so as to be limited and enforced to the fullest extent possible.
51. Governing Law and Jurisdiction. This Agreement shall be governed by and construed in accordance with the laws of the Province of Ontario, Canada. You hereby irrevocably consent to the exclusive jurisdiction of the courts of the Province of Ontario and the federal courts of Canada in connection with any matter arising under this Agreement.
52. Limitation Period. Any cause of action you may have with respect to this Agreement or the Services must be commenced within one year after the claim or cause of action arose, or it shall be barred.
53. Internet References. All references to ACCUTEL Web Site addresses in this Agreement shall also include any successor or replacement web sites containing substantially similar information as the referenced web site(s).
54. Assignability. ACCUTEL may at any time assign its rights and obligations under this Agreement, in whole or in part, without notice to you. You may not assign this Agreement.
55. Inurement. This Agreement will inure to the benefit of and bind you and ACCUTEL and our respective personal and legal representatives, successors and permitted assigns.
56. Currency. All monetary amounts expressed in this Agreement are in Canadian dollars, unless otherwise expressly stated.
57. Remedies. The rights, powers and remedies of ACCUTEL in this Agreement, including without limitation the right to suspend, restrict or terminate any Service or Account, are cumulative and in addition to and not in substitution for any right, power or remedy that may be available to ACCUTEL at law or in equity.
58. Survival. All provisions shall survive termination of this Agreement.
59. Relationship. You agree that no joint venture, partnership, employment or agency relationship exists between ACCUTEL and you as a result of this Agreement or use of your Account or any Services.
60. Force Majeure. Neither party shall be responsible for a failure to fulfil its obligations under this Agreement or for delay in doing so if such failure or delay is due to circumstances beyond its reasonable control, such as acts of God, acts of government, war, riots, strikes and accidents in transportation (collectively, “Force Majeure”).
61. Entire Agreement. This Agreement, as amended from time to time, including any and all documents, web sites, rules, terms and policies referenced herein, constitutes the entire agreement between ACCUTEL and you with respect to the matters referred to in this Agreement and supersedes all prior and contemporaneous agreements and understandings, whether electronic, oral or written, between ACCUTEL and you with respect to such matters.
62. English Language. The parties have requested and agree that this Agreement and all documents relating thereto be drawn up in English. Les parties ont demandé que cette convention ainsi que tous les documents qui s’y rattachent soinet rédigés en anglais
63. Contact Us. How to contact us. Accutel Inc. can be reached at 1.877.299.7070 or go online to www.Accutel.com or write to Accutel Inc. at 530 Kipling Avenue, Toronto, Ontario M8Z 5E3
Last Updated: January 2014