This agreement forms part of the Service Agreement.
In this agreement:
- "we", "us", "our", and "Connect" mean Connect Mobility Inc and its affiliates.
- “Client,” "you," and "your" mean a Connect account holder.
- "Equipment" means any Access Point (AP) and related rental devices provided.
- "Services" means all services Connect provides to you or agrees to offer to you.
- "Service Agreement" means the Customer Service Agreement between you and Connect.
- "users" means your employees, representatives and other individuals who use any of the Services on or through your account with Connect.
You must cause the users to comply with the Service Agreement (including this agreement, the Policies, and all other documents which form part of the Service Agreement). You will be responsible and liable for their breach of any of the foregoing.
Fees and Billing
You must pay all charges set out in the Service Agreement and all other agreements between you and Connect. You are liable for all charges to your account, regardless of who incurred the charges. Certain transactions may also be subject to a charge and you will be provided notice of these types of fees before Connect completes the requested transaction. Certain services, if available (such as specific training programs), will be subject to additional charges, terms, and conditions.
Invoicing provides notice of your monthly charges. It reflects monthly recurring charges (usually invoiced one cycle in advance) and usage/transaction specific charges (usually invoiced on the cycle when they are incurred). Your invoice may also include other important notices (for example, changes to this Agreement, to your Service, legal notices, etc.).
Your Payment and Late Fees
Payment is due in full as specified on your invoice. Connect will also charge you costs associated with paying a collections agency to collect unpaid balances from you, and an administration fee for Connect to collect unpaid balances. Connect will charge $35.00 for each payment denied for any reason by a financial institution. Acceptance of payments (even if marked "paid in full") does not waive Connect’s right to collect all amounts that you owe Connect. If Connect does not receive payment in full by the end of the billing month date specified on your invoice, the Equipment could be deactivated.
If you think there has been an error in a charge posted, you must notify Connect within 30 days after the charge has been posted, or within 45 days after receiving the invoice. If you fail to do so, then the charge will not be adjusted.
You must pay all federal, provincial, and local taxes, fees, and other assessments that Connect is required by law to collect and remit on the Services and Equipment provided to you. These charges may change from time to time without advance notice. If you are claiming any tax exemption, you must provide Connect a valid exemption certificate. Tax exemptions generally will not be applied retroactively.
Term & Early Termination Fees
The Service Agreement is for a fixed time and will remain in effect for that term. For Equipment, you terminate prior to the end of that term, or that Connect terminates prior to the end of that term for cause, you will be charged the monthly fees and other fixed fees you otherwise would have paid to Connect for the remainder of that term for the Equipment provided. Other fees (example: Shipping equipment or taking down Equipment) may apply to termination.
Upon completion of the term of the Service Agreement, the Service Agreement is terminated according to its terms. You can request an extension or renewal to your existing Service Agreement by email to email@example.com or contact us at 403-540-0000.
The Service agreement term is 30 days. If you are not satisfied within the first 30 days with the Services or the Equipment rented or purchased, Connect and its affiliates will refund your money. After the first 30 days, the standard 12-month Equipment warranty will apply.
Connect’s Right to Suspend Services or Terminate Service Agreement
Connect may, without notice, suspend any Service and/or terminate the Service Agreement at any time if you or any of your users: (a) fails to pay any amount owing to Connect as and when due; (b) harasses or threatens any of Connect’s employees, contractors or representatives; (c) provides false, inaccurate or unverifiable information to Connect; (d) interferes with any of the Services or Connect’s operations or network; (e) uses (or is suspected to have used) any Services or Equipment in any manner restricted by or inconsistent with the Agreement or applicable law; (f) breaches any of the Services Agreement (including any document which forms part of the Services Agreement); (g) becomes insolvent or bankrupt; (h) if Connect believes terminating the Services is necessary to protect Connect’s interests, any customer’s interests or Connect’s Equipment.
Protecting Connect’s Network & Services
You and your users must not use any of the Services: (a) in any manner that is illegal, fraudulent, threatening, abusive, defamatory, or obscene; (b) in a way that could cause damage or adversely affect Connect or any of its, network, property, Services, reputation or customers; (c) to communicate any unsolicited commercial voice mail, text, SMS, or other messages, (d) to infringe or violate the intellectual property rights or other rights of a third party, (e) to upload or transmit any "virus", "worm", or malicious code; or (f) in any way prohibited by any of the Policies or any other document which forms part of the Service Agreement.
Connect may take any action to (1) protect Connect’s network, Connect’s rights and interests, or the rights of others; or (2) optimize or improve the overall use of Connect’s network and Services. Some of these actions may interrupt or prevent legitimate communications and usage.
Monitoring and Disclosure
Connect has no obligation to monitor any information or content accessible, transmitted, or posted through or to the Services. Connect may monitor your use of the Services electronically from time to time and disclose to any third party any information necessary to (a) satisfy any legal, regulatory or other government requests; (b) operate or provide the Services; or (c) protect itself, other customers or users in accordance with the Policies. Connect reserves the right to refuse to transmit or post, or to remove or limit access to, any information or content in whole or in part that violates the Service Agreement or is otherwise deemed objectionable by Connect in its sole discretion.
Connect warrants that the Equipment will operate in accordance with the manufacturer’s specifications. Connect's warranty covers material defects in the Equipment. Any physical or cosmetic damage to the Equipment is not covered by this warranty. Only Connect certified technicians can assess damage to the Equipment. If the Equipment fails, the procedure will be to replace this Equipment with a spare. If Connect concludes that your product is covered by the warranty, Connect will repair or replace the product at Connect’s expense. THIS IS YOUR SOLE REMEDY FOR BREACH OF THE ABOVE WARRANTY.
Connect may update or change the software, settings, specifications, and features of its Equipment from time-to-time, and you will permit Connect to do so.
You are solely responsible for your account with Connect and for maintaining the security of all your and your users’ account numbers, names, and passwords.
If all or substantially all Connect’s warranties, representations and/or performance of services about this Agreement are materially interfered by reason of any cause or occurrence beyond the control of Connect, including without limitation, machine malfunction (except to the extent caused by intentional or grossly negligent acts of Connect, its employees or agents), fire, flood, epidemic, earthquake, explosion, accident, war, blockage, embargo, an act of a public enemy, civil disturbance, labor dispute (or threatened disputes), then Connect, to the best of its ability, shall give notice to Client of such event of force majeure, and the performance by Connect’s responsibilities undertaken within this Agreement, or any additional and/or subsequent agreements that may be in force between Connect and Client, shall be postponed for a period equal to the period of existence of the event of force majeure.
Connect does not guarantee uninterrupted Wi-Fi services in any of Connect’s markets. Service may be temporarily limited or refused due to fiber or microwave network limitations, environmental conditions, force majeure, network interferences or any other reasons within or outside Connect’s control. The specific network coverage you receive depends on Wi-Fi coverage in your specific area. Spectrum Interference and foliage may alter coverage areas when using Services outdoors under optimal conditions. Estimating wireless coverage and signal strength is not an exact science. There are gaps in coverage within Connect’s estimated coverage areas that, along with other factors both within and beyond Connect’s control (e.g., network problems, software, signal strength, your router, structures, buildings, weather, geography, topography, etc.), may result in dropped and blocked connections, slower data speeds, or otherwise impact the quality of Service. Services that rely on location information, such as 911 and GPS navigation, depend on your device’s ability to acquire satellite signals (typically not available indoors) and network coverage.
Promises made by Connect
Subject to availability of Equipment, Connect agrees to rent Equipment items as ordered by the Client from time to time.
Promises Made by Client
- The Client agrees to use the Equipment solely for the purpose for which it is supplied.
- The Client shall not alter the Equipment in any way.
- The Client agrees that the Equipment provided by Connect shall only be operated by competent personnel, familiar with the operation of such equipment.
- The Client agrees to be responsible for all damage caused to Connect’s Equipment while in use by the Client. In the event of such damage, Connect reserves the right to charge Client for the repair or replacement of the Equipment, and Client promises to promptly pay for the repair of such damages upon Connect’s demand.
- The Client agrees to provide an on-site environment that meets the requirements for the proper operational performance of the Equipment.
- The Client shall not move the Equipment from the location at which such Equipment is installed by Connect or from the location specified in the Client’s order without first notifying connect receiving Connect’s prior written approval.
If the Equipment or other equipment or property of Connect shall be damaged by fire or another casualty, the Client shall give prompt notice (email or phone call) to Connect. In the case of damages caused by faulty wiring etc. the Client shall carry insurance to cover costs and liabilities. Client hereby releases and shall indemnify and save harmless Connect and their respective servants, agents’ officers, employees and others for whom any of them are in law responsible, from and against all actions, suits, claims, damages, expenses, cost and liabilities arising out of or as a result of:
a) Any breach, violation or non-performance of the Equipment, terms, and obligations on the part of the Client as set out in this Agreement.
b) Any damage to Equipment by the installation, operation, maintenance or removal of the and related equipment by its servants, agents, employees or contractors or others for whom it is by law responsible for.
c) Any injury to, sickness, disease or death of any person or damage to or destruction or loss of property and consequential injury or damages (including, without limitation, loss of business income or profits) resulting from the installation, operation, maintenance or removal of the Equipment and related equipment.
d) Any damage to or destruction or loss of cables, Equipment and related equipment or other property of Client or others installed or kept by Client on equipment on which Connects Equipment is stored.
e) If the Equipment is damaged by any and all casualties, and Connect completes repairs, the Client will submit claims (not exceeding coverage) to the Insurance company for repayment to Connect.
THE SERVICES, EQUIPMENT AND ALL INFORMATION AND CONTENT PROVIDED IN CONNECTION WITH THE FOREGOING (COLLECTIVELY, THE "CONNECT PRODUCTS AND SERVICES") ARE PROVIDED BY CONNECT ON AN "AS IS" AND "AS AVAILABLE" BASIS. CONNECT MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE CONNECT PRODUCTS AND SERVICES. YOU EXPRESSLY AGREE THAT YOUR USE OF THE CONNECT PRODUCTS AND SERVICES IS AT YOUR SOLE RISK.
TO THE MAXIMUM EXTENT PERMISSIBLE BY APPLICABLE LAW, CONNECT DISCLAIMS ALL REPRESENTATIONS, WARRANTIES, CONDITIONS AND GUARANTEES, EXPRESS OR IMPLIED IN CONNECTION WITH THE CONNECT PRODUCTS AND SERVICES, INCLUDING REPRESENTATIONS, WARRANTIES, CONDITIONS AND GUARANTEES OF MERCHANTABILITY, DURABILITY, NON-INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE. WITHOUT LIMITING THE FOREGOING, CONNECT DOES NOT REPRESENT OR WARRANT THAT:
- THE CONNECT PRODUCTS AND SERVICES WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS;
- THE CONNECT PRODUCTS AND SERVICES WILL BE SECURE, ERROR-FREE OR UNINTERRUPTED;
- THE CONNECT PRODUCTS AND SERVICES WILL BE AVAILABLE AT ANY SPECIFIC TIME OR IN ANY GEOGRAPHIC LOCATION;
- DATA WILL BE RECEIVED OR TRANSMITTED THROUGH THE CONNECT PRODUCTS AND SERVICES; AND
NEITHER CONNECT NOR CONNECT’S VENDORS, SUPPLIERS OR LICENSORS WILL BE RESPONSIBLE FOR ANY DAMAGES RESULTING FROM:
- ANYTHING DONE OR NOT BY YOU, YOUR USERS OR A THIRD PARTY;
- PROVIDING OR FAILING TO PROVIDE SERVICES;
- DEFICIENCIES, ERRORS OR PROBLEMS WITH EQUIPMENT OR NETWORK COVERAGE;
- PHYSICAL INJURIES, DEATH, OR ANY OTHER DAMAGE OR INJURY RESULTING DIRECTLY OR INDIRECTLY OUT OF OR IN CONNECTION WITH THE USE OF ANY OF THE CONNECT PRODUCTS AND SERVICES, INCLUDING INJURIES, DEATH OR DAMAGE CAUSED IN TRAFFIC OR OTHER ACCIDENTS, AND INCLUDING ANY HEALTH-RELATED CLAIMS RELATING TO ANY OF THE CONNECT PRODUCTS AND SERVICES;
- DATA CONTENT OR INFORMATION ACCESSED WHILE USING CONNECT PRODUCTS AND SERVICES;
- ANY INTERRUPTION OR FAILURE IN ACCESSING OR ATTEMPTING TO ACCESS EMERGENCY SERVICES FROM EQUIPMENT, INCLUDING THROUGH 911;
- INTERRUPTED, FAILED, OR INACCURATE LOCATION INFORMATION SERVICES,
- INFORMATION OR COMMUNICATION THAT IS BLOCKED BY A SPAM FILTER, OR
- FORCE MAJEURE (I.E., OCCURRENCES BEYOND CONNECT’S CONTROL, SUCH WEATHER-RELATED PHENOMENA, FIRE, EARTHQUAKE, HURRICANE, RIOT, STRIKE, WAR, TERRORISM OR GOVERNMENT ORDERS OR ACTS, ETC.).
UNDER NO CIRCUMSTANCES WILL CONNECT BE LIABLE FOR ANY INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR SPECIAL DAMAGES, OR DAMAGES FOR LOSS OF PROFITS, LOSS OF EARNINGS, LOSS OF BUSINESS OPPORTUNITIES OR OTHER LOSS OF ANY NATURE WHATSOEVER ARISING OUT OF OR RELATED TO THE CONNECT PRODUCTS AND SERVICES OR THIS AGREEMENT, INCLUDING THOSE ARISING FROM MISTAKES, ERRORS, DELAYS, INTERRUPTIONS OR OMISSIONS IN THE TRANSMISSION OF MATERIAL OR MESSAGES, WHETHER NEGLIGENT OR OTHERWISE, WHICH WOULD OTHERWISE GIVE RISE TO CAUSE OF ACTION IN CONTRACT, TORT OR ANY OTHER DOCTRINE IN LAW OR EQUITY.
NOTWITHSTANDING ANYTHING ELSE IN THIS AGREEMENT, CONNECT’S TOTAL LIABILITY TO YOU UNDER THIS AGREEMENT OR IN CONNECTION WITH THE CONNECT PRODUCTS AND SERVICES WILL BE LIMITED TO THE FEES YOU PAID TO CONNECT DIRECTLY OR INDIRECTLY THROUGH A DISTRIBUTOR.
Providing Notice to Each Other Under the Agreement
Except as the Agreement specifically provides otherwise, you must provide Connect notice by mail, phone call or emailing Connect. Connect will provide you notice in your invoice, correspondence to your last known billing address, to any e-mail address you have provided Connect, by calling your business phone or cell phone.
To Contact Connect
By Telephone: (403) 540-0000
By Mail: 22nd Floor, 400-4th Avenue S.W. Calgary, AB T2P 0J4
Law and Dispute Resolution
The Service Agreement will be governed by and construed in accordance with the laws in effect in Alberta. All disputes arising out of or in connection with the Service Agreement will be referred to and exclusively resolved with finality by arbitration administered by the Alberta courts in Calgary, provided however that a party may apply to a court of competent jurisdiction for interim protection or equitable relief such as an interlocutory or interim injunction.
The invalidity or unenforceability of any term or provision of the Service Agreement will not affect any other term or provision of the Service Agreement; the remaining terms and provisions will continue in full force and effect. The parties will negotiate in good faith to agree to a substitute term that will be as close as possible to the intention of any invalid or unenforceable term while being valid and enforceable.
Assignment and Sublicensing
You may not assign or sublicense this agreement or any of your rights under the Service Agreement or the Services without Connect’s prior written consent, which may be withheld without cause.
The Service Agreement will enure to the benefit of and be binding upon the parties and their lawful successors and permitted assigns.