Customer's agreement (the "Agreement") with Comtech21 (the "Company") consists of this Service Agreement, the current rates offered by the Company and Customer's completed and accepted application for service and order form. By enrolling in, using or paying for the Company's services, Customer agrees to the rates, charges, terms and conditions in this Agreement. If Customer does not agree to these rates, charges, terms and conditions Customer should not use the Services and cancel all Services by contacting Comtech21 at 1-877-312-5560. The Company is not bound to this Agreement unless and until the Company accepts Customer's application for service. The Company may change this Agreement at any time pursuant to applicable rule(s) and/or law(s). The Company will notify Customer of any material change in this Agreement, in Customer's services or of an increase in rates or fees prior to the billing period in which the changes would go into effect, except for international rates, which may be changed with seven (7)days advance notice. Notification of any such change may be in the form of a bill insert or by a message within your invoice, by postcard or letter, by Company's calling and speaking to Customer or leaving a message for Customer,by postings on our Web site at www.comtech21.com, or by email.
This Agreement, including any state or federal tariffs filed by ComTech21, LLC contains the entire Agreement between the Parties, and there are no representations, promises or warranties that are not expressly set forth herein. This Agreement authorizes the Company to provide and select local, long distance and/or other telecommunication services for the Customer, as noted on the application for service. Customer understands that the Company utilizes various underlying carriers to provide network services for its Customers, and reserves the right, without consent of Customer, to change underlying carriers at anytime during the term of the Agreement. Customer agrees that the Company may request credit information from third parties and authorizes the release of such information as part of this application. Upon completion of any initial or renewal term commitment set forth in the Agreement, any cancellation request by customer must be provided in writing forty five (45) days prior to the effective cancellation date. Except as explicitly agreed to in writing, the Services provided here under shall not be resold or provided to third parties.
PAYMENT AND BILLING
a) Invoices will be payable upon receipt. It is under stood that the Company may impose a finance charge on delinquent amount as follows:an amount equal to the lesser of the maximum lawful rate of interest or one and one-half percent (1 1/2%) per month will accrue on any unpaid amount that is past due. An invoice is past due if any amount is not paid within 30 days after the date of the invoice.
b) In the event of non-payment of any past due invoice due,all outstanding invoices, including any unbiled usage and a suspension fee of$15.00 shall become immediately due and payable, and Customer shall be considered in default.
c) If notice of a dispute as to charges is not received, in writing, by the Company, within (30) days after date of invoice, such invoice shall be deemed to be correct and binding upon Customer. Customer must pay all undisputed charges per the terms of this Agreement.
Any applicable sales, use, excise, public utility or other taxes, fees or regulatory costs, including without limitation E911-related fees or costs, or charges imposed on the Company as a result of providing the Service ("Taxes") will be added to Customer's invoice as permitted or required by law. If Customer is exempt from payment of any Taxes, Customer may provide the Company with an original Tax Exempt Document. Tax exemption will only apply to Taxes incurred after the date the Company receives the Tax Exempt Document (Customer cannot receive credit for any Taxes already paid by). Customer represents that the address provided to the Company for billing purposes is either Customer's residential or business street address.
The Company may revise the rates, monthly recurring and other charges in this Agreement at any time upon notice to Customer as provided above. The Company reserves the right to evaluate the Customer's usage patterns to determine if the Company may continue to provide the applicable Services to Customer.In the event that the Company is unable to provide the applicable Services to the Customer based upon this evaluation, then the Company shall notify Customer and provide Customer the option of a different plan or termination of Services within thirty (30) days of such notice. All charges for Services shall be those in effect as of the date that COMTECH21 accepts the Service Order. Customer is liable for all charges (recurring and nonrecurring) for Services provided both by COMTECH21 and by third parties.
Unless COMTECH21 has been given advance notice the Services will not be resold by Customer to its end users or to other carriers or used aspart of telecommunications network; The rates quoted are based upon customer transmitting areacode and exchange within the quoted State. If customer passes an ANI (Automatic Number Identification) from an alternate State that State default rate applies.At least 80% of Customer’s domestic originating traffic will be originated in a tandem owned and operated by a Regional Bell Operating Company (“RBOC”) and subject to such RBOC’s tariffed access charges; At least 80% of Customer’s domestic terminating traffic will be terminated in tandem owned and operated by a Regional Bell Operating Company(“RBOC”) and subject to such RBOC’s tariffed access charges.
COMTECH21 reserves the right to adjust your per minute rate on all non-RBOC originating minutes and non-RBOC terminating minutes that exceed the respective thresholds above or if the Services are resold by Customer or used in a telecommunications network. Customer agrees to pay any such adjusted rates and/or charges. If 10% or more of your completed calls are equal to or less than 6 seconds in length (Short Duration Calls) during any Billing Cycle, an additional $0.01 surcharge per Short Duration Call (Short Call Surcharge) maybe assessed. The Customer understands and agrees that minimum usage is required for Voice T1 circuits. The Service Order reflects the total minutes per circuit required before a minimum monthly fee will apply to each circuit.
COMTECH21 reserves the right, at any time upon thirty (30)days notice, to: (i) pass through to Customer, all or a portion of, any charges or surcharges, directly or indirectly, related to the action of any federal,state or governmental agency, or (ii)modify the rates, including any rate guarantees, and/or terms and conditions contained in this Agreement to reflect the impact of such surcharges.
COMTECH21 may adjust its rates or charges, or impose additional rates and charges, in order to recover amounts it may be required by governmental or quasi governmental authorities to collect from, or pay to others, to support statutory or regulatory programs during the course of the Agreement.
All Multi-line Business accounts will be charged a $3.25 PICC fee per month per POTS line.
Minimum Usage Fees:
A $2.95 fee will be charged if billing is $5.00 or less on a Residential Customer.
A $4.95 fee will be charged if billing is $10.00 or less on a Business Customer.
The Company may at any time discontinue service, cancel an application for service, or require customer to deposit funds as security without incurring any liability for any of the following reasons:
a) Non-payment by Customer of any sum due to the Company for service for more than thirty (30) days after date of invoice for such service.
b) If Customer provides false or misleading Customer credit,billing or other information
c) The filing of any voluntary or involuntary Petition in the bankruptcy court which names Customer as the debtor.
d) If Customer terminates this Agreement prior to the end of the initial term or any renewal thereafter, or has service discontinued for failure to pay.
e) If the Company is ordered or requested to terminate service by a governmental entity.
f) If the Company detects fraudulent use of its services.
g) If the Customer violates the Company's Acceptable Use Policy.
Customer is responsible for payment of all charges for services furnished to Customer. This responsibility is not changed by virtue of any use, misuse, or abuse of Customer's service, systems, equipment or facilities undertaken or caused by third parties, including without limitation Customer's employees. In the event that the Customer has agreed to a term agreement and the Customer wishes to discontinue Service before the end of the agreed to term an early termination fee shall be calculated and the Customer shall be responsible to pay an amount equal to the average billing of the Customer's usage for the previous three (3) month period plus all monthly recurring charges and non-recurring charges multiplied by the number of months remaining in the term agreement (the "Early Termination Fee").Customer understands and agrees that any and all Early Termination Fees are set forth as expense recovery and not as a penalty. In the event the Customer cancels Services prior to the activation date Customer will be charged all installation fees associated with said order even if said fees were originally waived by the Company.
a) The Company is not liable for any act or omission of any other company or companies furnishing a portion of their services to Customer.
b) The Company shall not be liable for and Customer indemnifies and holds the Company harmless from any and all loss, claims,demands, suits or other action, or any liability whatsoever, whether suffered,made, instituted or asserted by Customer or by any other party or person, for any personal injury to or death of, any person or persons, and for and loss,damage, defacement of destruction of the premises of Customer or any other property, whether owned by Customer or others, caused or claimed to be caused directly or indirectly by the installation, operation, failure to operate,maintenance, removal, presence, condition, location or use of terminal(s) or other equipment that is not the direct result of the Company' s gross negligence or willful misconduct. No agents or employees of other carriers shall be deemed to be agents or employees of the Company. The Company shall not be liable for any general, special, indirect, incidental, punitive or consequential damages, whatsoever, as a result of the services provided by the Company.
c) The Company is acting only as a reseller of services and equipment provided by third parties. The Company's sole liability under this Agreement for interruption of service or failure of equipment shall be limited to that amount of the Company's actual fixed charges incurred by Customer during the period of such interruption. The Company shall not be liable for any interruption caused by the negligence or willful act or omission of Customer or any third party furnishing any portion of the service here under. THE COMPANY MAKES NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, ANY WARRANTY OF MERCHANT ABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE. IN NO EVENT SHALL THE COMPANY BE LIABLE TO CUSTOMER OR ANY OTHER PERSON OR ENTITY FOR INDIRECT, CONSEQUENTIAL, PUNITIVE OR SPECIAL DAMAGES, INCLUDING BUT NOT LIMITED TO LOST REVENUES OR PROFITS, FAILURE OF 911 OR OTHER FEATURES, EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY THEREOF.
d) Customer shall be liable to the Company for 1) any loss or theft or damage to any of the Company's equipment located on Customer's premises, however caused, and 2) for any fraud arising from Customer's usage.Customer shall defend, indemnify, and hold the Company harmless from any and all claims arising there from and for any claims for libel, slander,infringement of copyright, trademark, trade name or trade secret arising out of the contents of Customer's transmissions using the Company's service and equipment. Customer shall be liable to the Company for any legal fees and other costs incurred to enforce the terms of this Agreement, including those fees and costs incurred for the collection of delinquent accounts.
e) This Agreement shall be governed by and construed in accordance with the laws of the State of Connecticut. Customer hereby irrevocably submits to the personal jurisdiction of any state or federal court sitting in the State of Connecticut, County of New Haven, in any suit, action or proceeding arising out of or relating to this Agreement. Customer hereby irrevocably waives, to the fullest extent permitted by applicable law, any objection which such party may raise now, or hereafter have, to the laying of the venue of any such suit,action or proceeding brought in such court and any claim that any such suit,action or proceeding brought in such a court has been brought in an inconvenient forum. CUSTOMER HEREBY EXPRESSLY WAIVES THE RIGHT TO A TRIAL BY JURY IN ANY ACTION OR PROCEEDING BROUGHT AGAINST CUSTOMER RELATING TO THIS AGREEMENT.
f) CUSTOMER IS LIABLE FOR ALL COMPLETED CALLS MADE UTILIZING CUSTOMER'S EQUIPMENT, WHETHER AUTHORIZED OR UNAUTHORIZED, AND REGARDLESS OF SUITABILITY FOR CUSTOMER'S APPLICATIONS, AND/OR ANY FAILURE OF OTHER NETWORK ELEMENTS OR SERVICES WHICH MAY IMPACT CUSTOMERS ABILITY TO OPERATE. CUSTOMER SHALL NOT HOLD THE COMPANY LIABLE FOR ANY FRAUDULENT CALLS WHICH MAY OCCUR ON CUSTOMER'S SERVICES, INCLUDING ANY FRAUD RELATED TO UNAUTHORIZED ACCESS OF CUSTOMER'S TELECOMMUNICATIONS EQUIPMENT. THE COMPANY OR ITS UNDERLYING CARRIERS RESERVE THE RIGHT TO DISCONTINUE FURNISHING SERVICES, CANCEL THE CUSTOMER'S ACCOUNT, AND/OR BLOCK THE CUSTOMER'S ACCESS TO THE UNDERLYING CARRIER NETWORK,WITHOUT INCURRING ANY LIABILITY, IMMEDIATELY AND WITHOUT NOTICE IF THE COMPANY DEEMS THAT SUCH ACTION IS NECESSARY TO PREVENT OR TO PROTECT AGAINST FRAUD OR TO OTHERWISE PROTECT THE COMPANY'S PERSONNEL, AGENTS, FACILITIES OR SERVICES.REGARDLESS OF WHETHER OR NOT THE COMPANY BLOCKS SERVICE, CUSTOMER SHALL STILL BE FULLY LIABLE FOR ALL FRAUDULENT CALLS MADE.
The Company shall not be liable for any failure of performance here under, if such failure is due to any cause or causes beyond the Company's reasonable control or that of the Company's underlying carriers. Such causes shall include without limitation, acts of God, fire, explosion,vandalism, terrorism, cable cut, natural disaster, or other similar occurrence,any law, order, regulation, direction, action, or request by any government,civil or military authority, national emergencies, insurrections, riots, wars,police actions, labor strife, supplier failures, or preemption of existing Services to restore other Services in compliance with FCC Rules. To the extent such an event interferes with the Company's performance, the Company will be excused from performance during the period of such interference.
The Company may assign in whole or in part its rights or duties under the Agreement without prior notice to Customer and upon such assignment the Company shall be released from all liability here under. Customer may assign the Agreement only with the Company's prior written consent. Subject to this restriction, the Agreement shall inure to the benefit of and be binding upon the heirs, successors, subcontractors, and assigns of the respective parties.
Written notices to Customer shall be considered given and received by Customer on the third day after the date deposited in the U.S. Mail addressed to the address of record in the Company's billing records, or immediately upon delivery using electronic means such as e-mail or fax. Written notice to the Company shall be considered given when received in writing at the Company's corporate offices. Upon completion of any initial or renewal term commitment,any cancellation request by Customer must be provided in writing forty five(45) days prior to the effective cancellation date.
If any of the terms or conditions of this Agreement is held to be invalid or unenforceable by a government body of competent jurisdiction,the holding shall not effect any other term or condition of this Agreement, and the Agreement shall be construed as if it did not contain the invalid or unenforceable term or condition.
This Agreement, including the rates charged by the Company and the application for service and order form, supersedes all prior representations, understandings or agreements on the subject matter of this Agreement. This Agreement may not be modified or waived except as described in this Agreement. If the express terms of any application for service and order form conflicts with the terms of this Service Agreement, then the conflicting terms of such application for service and order form shall govern.
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