This Subscriber agreement (the “Agreement”) authorizes Interactive Services Network, Inc. d/b/a/ ISN Communications (“ISN”), in accordance with the terms and conditions herein set forth, to provide the Services as hereafter defined for Customer (“Customer”).
1. SERVICES. The Services provided by ISN to Customer include one or more of the following: local; long distance; toll-free; calling card; Integrated voice and data access via T1; Internet Access via dialup, DSL or T1; electronic mail ("email"); web site hosting on ISN’s servers; co-location, dedicated server and other Internet Services (hereafter collectively referred to as the “Services”). ISN agrees to provide Services to Customer for the sole use of the Customer. Customer agrees not to resell the Services or to make it available to any unauthorized person or entity. Customer agrees to abide by the terms of ISN’s then current Acceptable Use Policy. The terms of ISN’s then current Acceptable Use Policy are expressly incorporated into and made a part of this Agreement. Some Services offered under this Contract may be offered by ISN pursuant to effective tariffs filed with the Florida Public Services Commission (‘FPSC”) and the Federal Communications Commission (“FCC”) (“Tariffed Services”). Orders for Tariffed Services shall be made in accordance with the applicable provisions of the tariffs. In the event that provisions set forth in this Agreement differ from those set forth in the applicable federal and/or state tariffs, the terms of this Agreement shall be deemed to waive or modify the terms of the applicable tariff, to the extent permitted by law. ISN may amend or modify the Services at any time.
2. TERM. This Agreement goes into effect and the term of the Agreement begins when the Services are installed and working (the “Commencement Date”). The term of this Agreement shall be from the Commencement Date until the period set forth on t he front of this Agreement. Unless canceled by one Party giving written notice to the other no later than thirty (30) days before the end of the Agreement, and provided Customer is not in default, this Agreement shall automatically renew on a month-to-month basis until canceled by either party with thirty (30) days’ written notice.
3. CREDIT APPROVAL AND PAYMENT TERMS. Customer hereby authorizes ISN to make any investigations of credit worthiness of Customer that ISN deems necessary. Customer agrees and understands that the Services rendered hereunder are billed one month in advance (with the exception of separately billed long distance Services which are billed one month in arrears). Customer agrees to pay account balance by Due Date, as indicated on the Customer invoice. If Customer elects to pay for Services by a credit or charge card, Customer agrees to allow ISN to bill the card on each successive billing date without obtaining Customer's permission after the initial charge and such charges will be processed at the beginning of each month for the Services to be rendered during that month. If Customer does not pay a due invoice, ISN, at its discretion, may debit the Customer’s credit card number, if provided, for the full amount of the invoice plus any late charges that may apply. If Customer believes that ISN has billed Customer in error, Customer must contact ISN in writing within 30 days of the transaction date of the charge. Customer is responsible for all long distance, toll or other telecommunications charges incurred on lines assigned to Customer, even if such charges were incurred through unauthorized use.
4. FEES, TAXES AND PENALTIES. Any amount not received within 30 days of the invoice date will be subject to ISN’s standard late charge of 1 ½% per month. Customer agrees to pay any sales, gross receipts, use, excise, access, bypass or other local, state and federal taxes or charges, however designated, imposed on or based upon provision, sale or use of the Services provided under this Agreement. Taxes will be separately stated on Customer’s invoice. A charge of $25 will be made on any insufficient fund check to ISN on Customer’s account. Customer agrees to pay all fees and costs of collection, including the actual attorney’s fees incurred by ISN.
If ISN has not received payment by the Due Date, ISN may suspend or cancel Services to the Customer. If Customer's Services are cancelled, any applicable cancellation charges will be added to the Customer's account balance. In the event Customer cancels Services prior to the term stated in the Agreement, Customer agrees to be responsible for the following early termination penalties: $99 for any Modem; $50 for the activation fee; and all monthly recurring costs for the Services times the number of months remaining under the Agreement.
5. OTHER CARRIERS. ISN is not responsible for the payment of any bills for services provided by other carriers for any reason whatsoever.
6. INSTALLATIONS AND MAINTENANCE. ISN’s maintenance Services are included in the monthly recurring charges. At Customer’s request, and to the extent possible, ISN shall perform diagnostic or troubleshooting maintenance Services by telephone. ISN shall have no responsibility for the maintenance and repair of any kind with respect to equipment and facilities not provided by ISN. ISN will assess Customer its standard charges for any maintenance visits with respect to problems, which were caused from equipment or facilities not provided by ISN.
7. LIMITATIONS OF LIABILITY. ISN shall not be liable for any damages whatsoever resulting from delays in meeting any Services dates due to delays resulting from normal installation and Services provisioning procedures. Such delays shall include, but not be limited to, delays in obtaining necessary local loops for interconnection.
8. INDEMNIFICATION. ISN shall be indemnified, defended and held harmless by Customer against all claims, suits, proceedings, expenses, losses, liabilities, or damages (collectively “Claims”) arising from the use of the Services involving: (a) Claims of third parties, including patrons or customers of Customer, arising out of, resulting from, or related to the Customer’s resale or attempted resale of the Services; (b) Claims for libel, slander, invasion of privacy, or infringement of copyright arising from any communication using the Services; (c) Claims for Customer’s failure to observe or perform any of the policies contained in ISN’s Acceptable Use Policy; (d) All other claims arising out of any act or omission of Customer, or customers or patrons of Customer, in connection with the Services made available to Customer under the terms of this Contract. Customer agrees to defend ISN against any such Claim and to pay, without limitations, all litigation costs, reasonable attorney’s fees and court cost, settlement payments, and any damages awarded or resulting from any such Claim.
9. DEFAULT. ISN may declare this Agreement in default upon Customer’s (a) failure to pay any amount required under this Agreement that continues after written notice that the same is due and payable. In such event, ISN may (i) terminate the Agreement whereupon all sums owed become immediately due and payable and/or (ii) suspend Services until Customer has complied with the Agreement.
10. INSTALLATION CHARGE FOR NEW SERVICES. Installation charges for new Services established by ISN are fifty-seven dollars ($57.00) for first line and $12.00 for each line thereafter.
11. ADDITIONAL LINE CHARGE. Customer will be charged for additional lines added after the initial order. These charges will be as follows: $41.50 for each line.
12. TERMINATION. ISN may terminate this Agreement and discontinue Services without incurring any liability for any of the following reasons: (i) Non-payment by Customer of any sum due to ISN for Services; (ii) Prohibition against ISN furnishing Services subject to this Agreement by order of a court or government authority having jurisdiction; (iii) If Customer provides false or misleading Customer credit information.
13. ASSIGNMENT. ISN may, without obtaining any further consent from Customer, assign any of its rights, privileges, or obligations under this Agreement. Customer shall not, without prior written consent of ISN (such consent shall not be unreasonably withheld) assign, transfer, or in other manner dispose of, any its rights, privileges, or obligations under this Contract.
14. WARRANTIES. THERE ARE NO AGREEMENTS, WARRANTIES, OR REPRESENTATIONS, EXPRESS OR IMPLIED EITHER IN FACT OR BY OPERATION OF LAW, STATUTORY OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE OR USE, EXCEPT THOSE EXPRESSLY SET FORTH HEREIN.
15. NOTICE. Customer may change or terminate the Services by the following methods only: first-class registered or certified mail, return receipt requested, with adequate postage and addressed to ISN Communications 4770 Biscayne Blvd., Suite 880 Miami, FL 33137. Email terminations will not be accepted. ISN may provide notice to Customer by any of the following methods: Electronic mail addressed to the email address provided to Customer in connection with the Services; or by U.S. Mail at the address Customer provided to ISN in connection with Customer registration.
16. JURISDICTION. The rights and obligations of the parties under this Agreement shall be governed by and construed and enforced in accordance with the laws of the State of Florida. Venue shall be in Miami-Dade County, Florida.
17. ENTIRE AGREEMENT, SEVERABILITY, AND WAIVERS: This Agreement contains the entire agreement and understanding. No agreements or understandings are binding on the parties unless set forth in writing and signed by the parties. Any provision of this Agreement held to be unenforceable in any jurisdiction and shall be ineffective without invalidating the remaining provisions of this Agreement.