READ THIS AGREEMENT CAREFULLY BEFORE INSTALLING OR USING THE BUSINESSPHONE SERVICES PROVIDED BY TEKART LIMITED.
These Terms and Conditions constitute an agreement (this “Agreement”) between Tekart Limited. (“Tekart”, “we”, “us,” or “our”) and each of our customers (“customer”, “you,” or “your”). This Agreement governs your licensing of software and firmware from us and governs our provision of services to you and your use of those services.
YOU REPRESENT TO US THAT YOU HAVE THE AUTHORITY TO ENTER THIS AGREEMENT AND THAT YOU HAVE READ AND FULLY UNDERSTAND AND AGREE TO THE TERMS AND CONDITIONS OF THIS AGREEMENT. YOU AND TEKART AGREE THAT CHECKING THE ‘I ACCEPT’ BUTTON REPRESENTS YOUR ELECTRONIC SIGNATURE TO THIS AGREEMENT, AND YOU INTEND SUCH ACTION BY YOU TO AUTHENTICATE THIS DOCUMENT AND TO HAVE THE SAME FORCE AND EFFECT AS A MANUAL SIGNATURE.
You make this representation and agreement when you order services from us at our website or over the phone or through a retailer and each time you activate or use a service from Tekart.
Tekart may revise, amend, or modify this Agreement at any time and in any manner by posting such changes on our web site. You should review this Agreement regularly for changes. Your continued use of our Services for a reasonable period of time following the posting of any changes to this Agreement means you accept such changes. This Agreement may not be amended or modified by you.
THIS AGREEMENT CONTAINS A MANDATORY ARBITRATION OF DISPUTES PROVISION THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN LITIGATION OR REPRESENTATIVE ACTIONS.
IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, DO NOT PURCHASE OR USE OUR OR SERVICES.
(a) Power and Authority: You hereby represent and warrant that you are of legal age and mental sufficiency to enter into this Agreement and are authorized to change or modify your telephone service with your local telephone company.
(b) Alternative Access to Emergency call services: You hereby represent and warrant that if you do not maintain a wireline or wireless telephone service, you will not be able to call Emergency Call Services using the Businessphone Service.
(c) Accurate Information: You hereby represent and warrant that your name, contact information, service address and all other information related to your Businessphone account is correct and up-to-date at all times.
(d) Unacceptable Use: You hereby represent and warrant that you will not use the Businessphone Service where a power, Internet, Service or other outage may lead to damage, injury or death, or to use the Businessphone Service in an unacceptable, illegal, or prohibited manner that is in violation of Businessphone's Acceptable Use Policies and all other Tekart policies and procedures defined herein.
(e) Financial Responsibility: You hereby represent and warrant that you will pay for all charges for use of your Businessphone Services, including the authorized and unauthorized use of your account.
(h) Theft of Service: You shall notify us immediately, in writing or by calling our customer support line, if you become aware at any time that your phone service is being stolen, fraudulently used, or otherwise used in an unauthorized manner. When you call or write, you must provide your account number and a detailed description of the circumstances of the the fraudulent use, or unauthorized use of Services. Failure to do so in a timely manner may result in the disconnection of your Service and additional charges to you. Until such time as we receive notice of the theft, fraudulent use, or unauthorized use, you will be liable for all costs and damages (including reasonable attorneys’ fees) related to the fraudulent or unauthorized use of the Services, whether or not it involves stolen equipment. Tekart reserves all of its rights at law and equity to proceed against anyone who uses the Businessphone Services illegally or improperly.
(i) Restrictions and Limits Apply: You hereby represent and warrant that you agree to the limits and restrictions on use of the Service, as set forth herein.
(k) Mobile/Desk Phone Device Requirement: You hereby represent and warrant that if you wish to use either a Mobile or Desk phone device ("Equipment") with our Businessphone service, and your Equipment is capable of doing so, you will, at your sole expense, maintain the Equipment and mobile/landline service used to receive calls. You agree to properly provision the line with your service provider yourself. You will be responsible for paying for any payments charged by your mobile/landline service provider.
(a) Software License: Upon activation of a Businessphone service, Tekart grants to you a limited, revocable, non-transferrable, non-sublicenseable, non-resellable license and right to use our software and applications strictly in accordance with this Agreement. Tekart does not grant any license to use its software, applications or firmware in any other manner.
(b) No Modifications: You shall not modify, re-use, reverse compile, disassemble, reverse engineer, or otherwise attempt to derive the source code or create derivative works from the binary code of the Businessphone firmware, software or applications. You agree not to modify, intercept, capture, decode, simulate or redirect communication protocols used by Tekart for any purpose or make use of the Services in a manner inconsistent with its intended purpose.
(e) No Hacking: You hereby represent and warrant that you will not make any effort to compromise the integrity or privacy of the communications of others;
(f) No Theft: You hereby represent and warrant that you will not use the Services in any manner to avoid Tekart’s charges or its policies.
(g) No Intellectual Property Rights: All intellectual property rights, including patents, copyrights, trademarks, service marks or other intellectual property rights, remain the sole and exclusive property of Tekart. Nothing in this Agreement shall be construed as granting any of these rights to you.
(h) No Resell Rights: You shall not sell, rent, lease, distribute, or provide service to a third party using our Services without Tekart’s prior written approval.
(i) New Versions of Software: Tekart has no obligation to, but may at its sole discretion, provide fixes, updates or upgrades to its firmware, software or applications.
(a) Usage Analysis: You agree that Tekart may store, analyze and use, on an aggregate basis, its customers’ (including your) calling destinations and patterns, product and feature usage, online activity, and other information (i) to customize products or services that it may market to you and others; and (ii) to comply with applicable laws, rules and regulations. You also agree that Tekart may publicly disclose such aggregate calling information about its customers.
(b) E-mail Marketing: You agree that Tekart may, from time to time, send you new product and feature announcements, marketing materials and promotional offers via e-mail. You may opt-out of such communication by contacting customer service.
(c) Promotional Offers: Tekart may offer promotional pricing and free trials of Services to its customers from time to time. Such offers may only be offered to new customers and you may not be eligible for some or all of the offers. These offers are not guaranteed and can be modified, extended, altered, or cancelled by Tekart at any time without notice. Pricing of promotional offers for Services is considered Tekart confidential information and you shall not share or disclose the terms of the promotion with a third-party without the express written consent of Tekart.
(d) Trial Expiration: If you are enrolled in a free trial of a Businessphone Service, you will be notified via e-mail when the trial period is due to expire. Should you fail to notify Tekart of your intention to cancel the use of these Services beyond the trial period, you will be deemed to have subscribed to such Services and may be charged the associated fees for continued usage of such Services.
(e) Information Accuracy: Tekart attempts to describe its products, services, pricing and availability as accurately as possible, but does not warrant that all such information on its website, packaging, brochures, flyers, advertising, email communications and other marketing materials is correct, up-to-date, and error-free.
(f) Term: The term for each Service will begin on the date it is activated and will continue either for the term of your contract with us or until the Service is terminated by you or by us, as is more fully set forth herein. Notwithstanding the preceding sentence, in some cases, the description of the Services or the pricing for the Services may provide for or require an initial minimum term. The initial minimum term may be described on our web site, or where you purchase or when you activate the Service(s). The provision for any such minimum term is incorporated into this Agreement.
(a) Businessphone Service: Subject to the terms and limitations in this Agreement and payment of applicable service charges, taxes and fees, Businessphone Service which includes the capability to receive calls within Nigeria subject to acceptable small business usage limitations. These calls will be routed to the destination GSM lines chosen by you.
(b) Assignment of Phone Number: You will have the option to choose a phone number or we will assign you a new phone number. The number assigned will be unique to the Equipment and will transfer with any sale of the Equipment. If, at any time, you cease to use the Equipment, please notify us immediately so that we can re-use your phone number. If, for whatever reason, you cease to use the Equipment for six months, we reserve the right to reassign your phone number to someone else’s equipment. In the event you wish to re-activate your Equipment, we will re-issue you a new phone number, and you may incur re-activation charges. If you select a second phone number during the introductory trial period and, at the conclusion of such trial period, you do not subscribe to a Premier Service, this second phone number will be cancelled and re-assigned.
(f) Term: The term for each Service will begin on the date it is activated and will continue until the Service is terminated by you or by us, as is more fully set forth herein. Notwithstanding the preceding sentence, in some cases, the description of the Services or the pricing for the Services may provide for or require a minimum initial term. Likewise, the sale of an item of Equipment at a particular price may require, as a condition, a minimum initial term for one or more Other Service(s) which requires an additional monthly service fee. The minimum initial term, the required Other Service(s), and the cost of Other Service(s) may be described on our web site, or where you purchase the Equipment or when you activate the Service(s). The provision for any such minimum initial term is incorporated into this Agreement.
(h) Right to Change: Our Services are subject to our business policies, practices and procedures, which can change at any time without notice. Unless otherwise prohibited by applicable law, we can change the Terms and Conditions of your Services at any time, with or without notice. Changes may include features, prices and usage limits of the Services. Tekart may, without prior notice, stop providing certain features of the Service or the Services themselves, to you or to users generally. If we do give you notice about the Terms and Conditions of your services or about changes in the Terms and Conditions of your services, it may be provided on the Businessphone web site, your account web page, in a newsletter, by email, by telephone or other communication permitted under applicable law. This Agreement may not be amended or modified by you.
(i) Notice: Except as stated otherwise in this Agreement, when a notice is required from us to you, we may provide that notice by email to the email address provided by you when you established your account with us. You are responsible for keeping that email address up-to-date.
(a) Service Availability: The Services and third party networks are provided on a commercially reasonable efforts basis. Things beyond our control may affect the Services, and telephone connections. Such events could include a loss of power at your location, and fluctuations in the quality of service of third party networks. Other things may also affect availability of Services, such as maintenance. Tekart will act in good faith to minimize disruptions to your use of and access of the Equipment, but will not provide any credits or compensation for potential business loss due to interruptions of Service.
(d) Outages Due to Status of Your Businessphone Account: Outages due to suspension, disconnection or termination of your Businessphone account will prevent all Services from functioning.
(f) Other Outages: If there is an outage for any reason, such outage may prevent all from functioning. Such outages may occur for a variety of reasons, including, but not limited to, those reasons described elsewhere in this Agreement.
(i) Number Changes: Tekart may, from time to time, need to change a telephone number that is assigned to you. Tekart will not be liable for any damages should you need to be assigned a new phone number.
(j) Storage of Information: Tekart stores your call logs, voicemails and other information related to your account as a convenience to you. You agree that Tekart has no obligation, responsibility or liability for the deletion or failure to store any of the aforementioned information. You agree that Tekart may establish limits, at its sole discretion, as to the amount of messages and information it retains and the duration for which it is retained.
(a) General Acceptable Use Policy: You shall not use the Services in a manner that is illegal, fraudulent, improper, abusive or in any way that prevents or interferes with Tekart’s ability to provide Services to its customers. You acknowledge that Tekart may, at its sole discretion, suspend or terminate service to you and charge you applicable usage and service fees for the time periods in which your use of the Service was inconsistent with our acceptable usage policy.
(d) General Prohibited Use: You are prohibited from using the Service for operating a call center, resale of service. Unusually high usage may interfere with Tekart’s ability to provide Services to its customers and may indicate unauthorized use of Services. You agree we have the right to terminate your Service and charge you all applicable usage and service fees if we conclude you are using the Service for a prohibited use.
(e) Unlawful and Inappropriate Use or Conduct: You shall use the Services only for lawful purposes. You shall not use the Service in any way that is threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, or in any similar manner. If we believe that you have used the Services for unlawful or inappropriate purposes or have attempted theft or fraud, we may forward the relevant communication and other information, including your identity, to the appropriate authorities for investigation and prosecution. You hereby consent to our forwarding of any such communications and information to those authorities. In addition, we will provide information in response to law enforcement requests, lawful government requests, subpoenas, court orders, in order to protect our rights and property, or where we believe that failure to disclose the information may lead to imminent harm to you or others.
(a) Service Charges, Taxes and Fees: We may charge you certain Service fees and other taxes and fees, which may include, but are not limited to, fees for Services; activation fees; usage charges; advanced feature charges; premium services/add-ons, regulatory compliance fee(s); federal, state, and/or local taxes; The amount of such fees and charges shall be published on our web site at http://www.businessphone.com.ng and are incorporated by reference herein, and may change from time to time. Failure to pay any Service fees, other taxes or fees may result in suspension or termination of your account without notice.
(c) No Refunds on Unused Services: Subject to law, there are no refunds for unused service terms and all Service charges, taxes, fees and prepaid balances are non-refundable.
(a) By You: You may terminate any or all Services by calling our Customer Care Department at the number posted on the web site. You may make the termination effective at any time after 5 working days from your termination request, except for Services where a minimum initial term is specified. You may make the termination effective on any date after the minimum initial term for any Services plus 5 working days. There are no refunds for unused service terms.
(b) By Us: We may terminate or modify your use of the Services immediately if we determine, in our sole and absolute discretion, that you violated any of your obligations in this Agreement or that you violated the license granted in Paragraph 4. We may terminate any element of the Services provided to you for any other reason or no reason by providing notice to you of at least 10 working days.
(c) Phone Number: The phone number assigned to your account may be re-assigned if your Services are terminated by you or by Tekart.
No Warranties: WE MAKE NO WARRANTIES, EXPRESS OR IMPLIED, ON THE EQUIPMENT, USE OF THE EQUIPMENT, OR ON ANY SERVICE. THIS DISCLAIMER OF WARRANTIES INCLUDES, BUT IS NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ANY WARRANTY ARISING BY USAGE OF TRADE, COURSE OF DEALING OR COURSE OF PERFORMANCE, OR ANY WARRANTY THAT THE SERVICES WILL MEET YOUR REQUIREMENTS. WITHOUT LIMITING THE FOREGOING, WE DO NOT WARRANT THAT THE EQUIPMENT OR ANY SERVICES WILL BE WITHOUT FAILURE, DELAY, INTERRUPTION, ERROR, DEGRADATION OF VOICE QUALITY OR LOSS OF CONTENT, DATA, OR INFORMATION, OR THAT THE FIRMWARE OR SOFTWARE IS ERROR FREE. ANY STATEMENTS AND DESCRIPTIONS CONCERNING THE EQUIPMENT OR SERVICES BY TEKART OR ITS AGENTS OR REPRESENTATIVES ARE INFORMATIONAL AND ARE NOT GIVEN AS A WARRANTY OF ANY KIND. SOME STATES/COUNTRIES DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. THIS AGREEMENT GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE. THE DISCLAIMERS AND EXCLUSIONS UNDER THIS AGREEMENT WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW
(a) Direct Damages: IF APPLICABLE. TEKART’S LIABILITY TO YOU ON ACCOUNT OF ANY ACT OR OMISSION OF TEKART RELATED TO THIS AGREEMENT, INCLUDING ACTS OR OMISSIONS RELATED TO THE SERVICES, SHALL BE LIMITED IN AMOUNT TO THE TOTAL OF TEKART’S CHARGES COLLECTED FROM YOU DURING THE ONE (1) MONTH PERIOD PRECEDING THE ACT OR OMISSION AND NO MORE. TEKART SHALL HAVE NO LIABILITY WHATSOEVER FOR ANY DAMAGES RESULTING FROM FORCE MAJEURE EVENTS SUCH AS (BUT NOT LIMITED TO), ACTS OF NATURE, STRIKES, FIRE, WAR, RIOT, ACTS OF TERRORISM, GOVERNMENT ACTIONS; LOSS OF POWER TO YOU; INSTALLATION WORK PERFORMED BY YOU OR BY THIRD PARTIES, OR ANY ACT OR OMISSION BY YOU OR ANY PERSON USING THE SERVICES PROVIDED TO YOU ; EQUIPMENT, NETWORK OR FACILITY FAILURE, SHORTAGE, UPGRADE, RELOCATION OR MODIFICATION; AN ACT OR OMISSION OF AN UNDERLYING CARRIER, SERVICE PROVIDER, VENDOR, OR OTHER THIRD PARTY, OR ANY OTHER CAUSE THAT IS BEYOND OUR REASONABLE CONTROL.
(b) Indirect, Consequential Damages: TEKART, ITS OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, AGENTS, ASSIGNS, OR ANY OTHER SERVICE PROVIDER WHO FURNISHES SERVICES TO YOU OR US IN CONNECTION WITH THE SERVICE, SHALL NOT BE LIABLE UNDER ANY CIRCUMSTANCES FOR ANY INCIDENTAL, INDIRECT, SPECIAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, INCLUDING ANY DAMAGES ARISING FROM OR IN CONNECTION WITH PERSONAL INJURY, WRONGFUL DEATH, PROPERTY DAMAGE, LOSS OF DATA, LOSS OF REVENUE OR PROFITS, UNAUTHORIZED ACCESS TO, OR ALTERATION, THEFT OR DESTRUCTION OF, DATA FILES, PROGRAMS, PROCEDURES OR INFORMATION, OR THE USE OR INABILITY TO USE THE SERVICE OR ANY OF THE EQUIPMENT, INCLUDING INABILITY TO ACCESS EMERGENCY SERVICE PERSONNEL THROUGH THE LOCAL OR NATIONAL DIALING SERVICE, OR TO OBTAIN EMERGENCY HELP. THE LIMITATIONS SET FORTH HEREIN WILL SURVIVE AND APPLY IN ANY AND ALL CIRCUMSTANCES INCLUDING CLAIMS FOUNDED IN BREACH OF CONTRACT, BREACH OF WARRANTY, PRODUCT LIABILITY, TORT, AND ANY AND ALL OTHER THEORIES OF LIABILITY AND APPLY WHETHER OR NOT WE WERE INFORMED OF THE LIKELIHOOD OF ANY PARTICULAR TYPE OF DAMAGES. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. THIS AGREEMENT GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE. THE EXCLUSIONS AND LIMITATIONS OF LIABILITY UNDER THIS AGREEMENT WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.
