| Service Agreement
1. Agreement: This agreement is between Nanova Corporation and the Customer (the "Agreement"), to provide access to Nanova Corporation's Tele Carib telecommunications services (the "Services").
2. By (a) the Customer's submission of an online order; (b) Customer's acceptance of the Terms of Service electronically during online order submission; or (c) Customer's use of Services, the customer agrees to be bound by this Agreement, including future revisions and to use the Services in compliance with the Tele Carib authorized use policy.
3. Authorized User, Use, and Responsibility: Customer acknowledges that he or she is 18 years of age or older, and has the legal authority to enter into this Agreement and affirms that the information Customer supplied is correct and complete. Customer understands that Tele Carib relies on the information Customer supplies and that providing false or incorrect information may result in provisioning or delivery delays or the suspension or termination of Customer’s Services. Customer agrees to promptly notify Tele Carib whenever Customer’s personal or billing information changes (including for example, Customer name, address, telephone number, and credit card number and expiration date).
4. Term: This Agreement goes into effect upon Customer’s acceptance of this Agreement and shall continue until canceled or terminated by either party as permitted by this Agreement.
5. Payment of Charges: Customer will provide Tele Carib with a valid major credit card as the designated form of payment at initial sign-up, and will maintain the validity of the credit card information while Customer’s membership is active. Tele Carib will automatically charge Customer’s designated credit card for monthly subscription fees, one-time setup fee, applicable service, activation, shipping and handling fees as may occur during the course of Customer’s membership and any additional charges for failure to return any Tele Carib Equipment.
6. Types of fees for which credit card payment will be utilized include: For Monthly Subscription fee
i. Tele Carib will automatically charge the Customer’s designated credit card each month for the balance of that month’s fees. Customer will be billed monthly at the beginning of each calendar month for the Monthly Subscription Fee. In addition, Customer will be billed monthly for individual phone calls placed during the previous month.
ii. Billing for new Monthly Subscriptions will begin on the earlier of (a) seven (7) days after the date Tele Carib receives and processes the new order or (b) the date Customer starts using the Services. If the billing start date falls in the middle of the month, Customer will be charged the full monthly fee at the beginning of the next month and a pro-rated fee for the partial month subscription.
iii. Applicable sales, usage, and other taxes may apply to all transactions and will be charged in accordance with applicable state and local law. Customer agrees to pay any such taxes, in addition to the monthly balance for Services and Equipment provided.
iv. Customer must pay all undisputed monthly charges as itemized on the Tele Carib monthly statement and/or notify Tele Carib of disputed items within thirty (30) days of receipt, or such greater amount of time as permitted by law. Customer authorizes Tele Carib to automatically debit the Customer’s credit card on record each month for the balance of that month’s subscription fee, any additional minute usage fees, taxes and any other fees.
7. For All Subscription Plans
i) Equipment Purchase: Customer’s purchase of Tele Carib Equipment (“Purchased Equipment”) is subject to applicable sales, usage, and other taxes, which will be charged in accordance with applicable state and local laws. Customer agrees to pay any such taxes.
ii) Equipment Deposits Fees, Tele Carib will automatically charge the Customer’s designated credit card for all Tele Carib Equipment deposit fees for Tele Carib non-purchased Equipment ordered by Customer. Upon return of Tele Carib non-purchased Equipment, in good working order, for which a deposit fee was charged to Customer’s designated credit card, Tele Carib shall credit the Customer’s credit card account for the amount of the original deposit fee.
iii) Failure to timely return of all Tele Carib non-purchased Equipment at the end of Customer’s subscription will result in (i) forfeiture of Customer’s deposit fee charged for the Tele Carib Equipment not returned, or (ii) a charge to Customer for the original value of the Tele Carib Equipment, whichever is greater.
8. Shipping and Handling, and Applicable Service Fees, Tele Carib will automatically charge the Customer’s designated credit card for shipping and handling fees, as well as applicable service fees that Customer has pre-approved either during Customer’s initial subscription order or during the course of Customer’s usage of Tele Carib. Customer acknowledges and agrees that ALL shipping and handling and applicable service fees are non-refundable.
9. Tele Carib is not responsible for any charges or expenses (e.g., for overdrawn accounts, exceeding credit card limits, etc.) resulting from charges billed by Tele Carib. If the charge transaction against the credit card is refused by the merchant account for any reason (card expired, insufficient credit limit, etc.), Tele Carib will disable access and Customer agrees to pay all amounts due upon demand by Tele Carib. Every time Customer uses a Tele Carib Service, Customer reaffirms that (i) Tele Carib is authorized to charge Customer’s designated credit card; (ii) Tele Carib may submit charges incurred under Customer’s account for payment; and (iii) Customer will be responsible for such charges, even if Customer’s membership is canceled or terminated.
10. Renewal unless cancelled in accordance with this Agreement: Monthly Subscriptions will automatically renew each month at the then prevailing subscription fee for the same package.
11. Communication Charges: Customer is responsible for obtaining and maintaining at Customer’s expense all equipment and services needed to access Tele Carib Services. Customer is also responsible for any communication charges incurred by accessing Tele Carib Services through a third-party network, such as a cable or wireless carrier.
12. Tele Carib Property: All non-purchased Equipment, including but not limited to cables, wires, Telephone Adapters delivered to and/or installed in the Customer’s home by Tele Carib (“Equipment”) remains the property of Tele Carib. Customer must return all non-purchased Equipment upon termination of Services. Failure to do so will result in a charge to be determined with reference to Tele Carib’s then current penalty schedule, which amount shall be due immediately. Customer agrees to pay such charges whether the Equipment is lost (through theft or otherwise) or destroyed.
13. Disruption of Service: In no event shall Tele Carib be liable for any failure or interruption of Services resulting in part or entirely from circumstances beyond Tele Carib’s reasonable control. In any event, if there is a known service interruption in excess of 24 consecutive hours (or in excess of such lesser time period pursuant to state law), Tele Carib, upon prompt notification of such failure or interruption from Customer, will either provide Customer with a pro-rata credit relating to such failure or interruption or, at its discretion. Tele Carib shall not be liable for any incidental or consequential damages.
14. Repair of Non-Purchased Equipment: Tele Carib will repair and/or replace defective non-purchased Equipment as long as such damage was not caused by misuse or other improper operations or handling by Customer. Tele Carib is not responsible for the maintenance or repair of Customer-provided equipment, including by not limited to telephones, computers, or audio equipment. A service charge may be imposed if damage to Tele Carib non-purchased Equipment is due to negligent use or abuse or if no fault is discovered in Tele Carib’s system or Equipment. In addition, an Equipment charge may be imposed for the repair or replacement of any lost stolen or damaged Tele Carib non-purchased Equipment. Tele Carib makes no warranties, with respect to Tele Carib non-purchased Equipment or Services provided by Tele Carib or with respect to the Equipment’s compatibility with any Customer-owned equipment.
15. Tele Carib Purchased Equipment Warranty:
A. Tele Carib warrants to Customer that the Purchased Equipment will be free from defects in workmanship and materials, under normal use and service, for one year from the date of purchase by Customer. Tele Carib’s sole obligation under this express warranty shall be, at Tele Carib’s option and expense, to repair the defective Purchased Equipment or part, deliver to Customer equivalent Purchased Equipment or part to replace the defective item, or if neither of the two foregoing options are reasonably available, Tele Carib may, on its sole discretion, refund to Customer the purchase price paid for the defective Purchased Equipment. All Purchased Equipment that is replaced will become the property of Tele Carib. Replacement Purchase Equipment or parts may be new or reconditioned. Tele Carib warrants any replaced or repaired Purchase Equipment or part for ninety (90) days from shipment, or the remainder of the initial warranty period, whichever is shorter.
B. Customer shall promptly notify Tele Carib for warranty claims that Purchased Equipment are non-conforming to obtain a Return Materials Authorization number and return shipping information. Upon receipt and verification of non-conformity, Tele Carib will ship the repaired or replaced Purchased Equipment to Customer.
C. Tele Carib will not be liable under this limited warranty if its testing and examination disclose that the alleged defect or malfunction in the Purchased Equipment does not exist or results from: (i) failure to follow Tele Carib’s installation, operation, or maintenance instructions; (ii) unauthorized product modification or alteration; (iii) abuse, misuse, negligent acts or omissions of Customer and persons under Customer’s control; or acts of third parties, acts of God, accident, fire, lightning, power surges or outages, or other hazards.
D. IF PURCHASED EQUIPMENT DOES NOT OPERATE AS WARRANTED ABOVE, CUSTOMER’S SOLE REMEDY FOR BREACH OF THAT WARRANTY SHALL BE REPAIR, REPLACEMENT, OR REFUND OF THE PURCHASE PRICE PAID, AT TELE CARIB’S OPTION. TO THE FULL EXTENT ALLOWED BY LAW, THE FOREGOING WARRANTIES AND REMEDIES ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIES, TERMS, OR CONDITIONS, EXPRESS OR IMPLIED, EITHER IN FACT OR BY OPERATION OF LAW, STATUTORY OR OTHERWISE, INCLUDING WARRANTIES, TERMS, OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTORY QUALITY, CORRESPONDENCE WITH DESCRIPTION, AND NON-INFRINGEMENT, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. TELE CARIB NEITHER ASSUMES NOR AUTHORIZES ANY OTHER PERSON TO ASSUME FOR IT ANY OTHER LIABILITY IN CONNECTION WITH THE SALE, INSTALLATION, MAINTENANCE OR USE OF ITS PRODUCTS.
16. Customer Property: Tele Carib assumes no responsibility for the condition or repair of any Customer-provided equipment. Customer is responsible for the repair and maintenance of any Customer-provided equipment.
17. Customer Information: Tele Carib maintains Customer-supplied personal identification information for the purpose of account management, billing and collections, and customer support and service management.
18. Customer acknowledges and agrees that Tele Carib has the right, but no obligation to monitor Services from time to time and to disclose any information as necessary to satisfy any law or regulation to operate its Services properly, or to protect itself or its Customers.
19. Tele Carib shall have the right to determine in its sole discretion what constitutes an “inappropriate use” of Tele Carib’s Equipment and Services.
20. Care of Tele Carib Property: Customer agrees that neither Customer nor any other person (except Tele Carib’s authorized personnel) will open, tamper with, service, make any alterations to, or remove any non-purchased Equipment from its point of initial installation. Any alteration, tampering, removal, etc., or the use of non-purchased Equipment which permits the receipt of Services without authorization or the receipt of Services to an unauthorized number of outlets, or to unauthorized locations constitutes theft of Services and is prohibited.
21. Access to Customer Premises: Customer agrees to provide Tele Carib’s representatives with access at reasonable times to Customer’s premises to inspect and maintain the non-purchased Equipment supplied by Tele Carib and, upon termination of Services, to remove the same from the premises. Tele Carib’s failure to remove its property shall not be deemed abandonment thereof.
22. Assignment or Transfer: This Agreement and the non-purchased Equipment are not assignable or otherwise transferable by Customer.
23. Cancellation:
A. Customer may cancel the Customer’s Monthly Subscription at anytime. Customer will be billed a prorated monthly service fee. The Customer will also be billed for any call made from the account before the actual closure. In addition, Customer agrees, at its sole cost, to return all Tele Carib non-purchased Equipment, in good-working order, normal wear and tear excepted, upon the cancellation of the Monthly Subscription and be responsible for any additional costs incurred by Tele Carib to insure return of the Equipment.
B. For All Subscription Packages, Customer must return all Tele Carib Equipment, including the Telephone Adapters, within ten (10) days of cancellation/termination. The Customer shall remain responsible for all shipping charges in connection with the return of the equipment. Failure to return all Equipment will result in Customer incurring a charge on their account as described earlier.
24. Breach of Agreement: If Customer breaches this Agreement or fails to abide by Tele Carib’s rates, rules and regulations, Tele Carib, at its option, may terminate the Services and remove the non-purchased Equipment. Failure of Tele Carib to remove such Equipment shall not be deemed abandonment thereof. Customer shall pay reasonable collection and/or attorney’s fees to Tele Carib in the event that Tele Carib shall find it necessary to enforce collection or to preserve and protect its rights under this Agreement.
25. Service Plans: All service plans are at the sole discretion of Tele Carib and are subject to change at any time in accordance with applicable law.
26. Limitation of Liability: Tele Carib does not warrant that the Services or Equipment provided by Tele Carib will perform at a particular quality level, or will be uninterrupted, or error-free. The Service quality can vary depending on location, line quality, inside wiring, Internet traffic, and other factors beyond the control of Tele Carib. In no event shall Tele Carib (or its officers, employees, parent, subsidiaries, or affiliates), its third party licensors, providers or suppliers, be liable for: (i) any direct, indirect, special, consequential or incidental damages, including without limitation, lost profits or loss of revenue or damage to data arising out of the use, partial use or inability to use the Services, regardless of the type of claim or the nature of the cause of action, including without limitation, those arising under contract, tort, negligence or strict liability, even if Tele Carib has been advised of the possibility of such claim or damages, or (ii) any claims against Customer by any other party.
27. Choice of Law: Customer and Tele Carib agree that this Agreement, and any supplement, modification, addendum and any other change, and the relationship it creates between Customer and Tele Carib, shall be construed by and covered under and in accordance with the laws of the State of California without reference to its principles of conflicts of laws.
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