Reztel Communications Inc

Reztel Communications Inc. (Reztel) - TERMS AND CONDITIONS

PLEASE RETAIN FOR FUTURE REFERENCE

1.             Reztel provides Business High Speed Internet, Digital Phone, e-mail services as well as other value added services to its Customers (hereafter, “Reztel’s Services” or “Services”, unless the context requires otherwise).

2.             Definitions: In this Agreement, i)   “Customer” shall mean a person named on the invoice or a person acting for commercial or business purposes, named on the invoice and responsible, unless otherwise agreed with Reztel, for paying the charges for the Services provided under the Agreement and entitled to receive any notice and information relating to this Agreement or the Services; and ii) “Agreement” shall mean the agreement in effect from time to time between Reztel and the Customer which is subject to amendment in accordance with section 15 hereof, including, but not limited to, the present Terms and Conditions, and any other document or form designated by Reztel as forming part of the Agreement.

3.             By using Reztel’s Services, the Customer expressly agrees to be bound by the terms and conditions of this Agreement. If the Customer does not agree with the terms and conditions of the Agreement, the Customer may exercise the right to terminate the Agreement according to the termination provision included herein and cease using the services. The Customer shall be responsible for ensuring that the Services are used in accordance with this Agreement.

4.             Customer accounts are due and payable in full by the due date shown on the invoice or as agreed by the Customer through its initial pre-authorized bank withdrawals or credit card payment authorization. We will bill all charges, fees, applicable taxes and surcharges for each month in advance (except for usage-based charges, which will be billed monthly in arrears, and any other charges we decide to bill in arrears), including but not limited to: activation fees; Service fees; usage charges; international usage charges; premium feature charges; premium services; equipment purchases; taxes; disconnection fees; and shipping and handling charges.

5.             The Customer agrees to pay the total charges due in accordance with section 4 hereof using any of the following methods: (i) automatically by pre-authorized bank withdrawals or credit card payment; or (ii) credit card, debit, or cash at Reztel’s office located at 780 Midpark Drive, Suite 103, Kingston, ON.

6.             An administration charge will be levied if the Customer’s cheque is returned for insufficient funds (NSF) or in the case of a refused bank account or credit card pre-authorized debit. Any amount unpaid after the due date shall bear interest at a rate of 2% per month (26.82% per annum) calculated and compounded monthly. An additional collection charge will be levied if costs are incurred as a result of collection efforts on outstanding amounts.

7.             Overdue accounts may result in suspension or cancellation of any or all of the Services provided by Reztel. If a service call is required to restore any Customer’s Service which has been suspended or terminated for non-payment, a reconnection charge will apply.

8.             Reztel reserves any and all rights, whenever it will observe that the use of Services or related products (such as, and without limiting the generality of the foregoing, long-distance telephone service) by the Customer exceeds a reasonable limit, as determined by Reztel in its sole judgement, to temporarily suspend or restrict the Customer's access to those Services or products and/or any other products related thereto or disconnect same, without notice or delay. The Customer will then have the obligation to contact Reztel’s customer service, which may at that time require from the Customer, as applicable, a payment to cover the cost incurred by prior excessive consumption of those Services, enabling the Customer to have access again to such Services. For the purposes of this Agreement, user activity shall be considered as exceeding a reasonable limit any usage that restricts or inhibits other users from using or enjoying the Services in an adequate manner, creates an unusually large burden on the Reztel network, generates levels of traffic impeding other users’ ability to transmit or receive information, or that could eventually result in significant amounts to be paid by the Customer related to the use of such Services or related products.

9.             The Customer shall notify Reztel in writing or orally of any errors, irregularities or omissions on the invoice within sixty (60) days of the invoice date. Failure to contact Reztel within this time period will constitute the Customer’s acceptance of the charges set out in the invoice.

10.           It is acknowledged by the Customer that there are provisions in the Criminal Code of Canada which refer specifically to “telecommunication services” or “computer services”, which include the Services provided by Reztel, and that any unauthorized connection to Reztel’s Services or equipment, interfering or tampering with Reztel’s Services or equipment or unauthorized use of Reztel’s Services or equipment is prohibited and may constitute theft under the Criminal Code of Canada. The Customer must immediately inform Reztel by calling Reztel’s customer service at 613-384-2101 or by accessing the www.reztel.net website or the www.govolo.ca website, if the Customer notices, at any time, that any of the Services is either stolen or being used unlawfully.

11.           The Customer agrees not to use the Services in a manner that is contrary to applicable laws or regulations. Any breach of applicable laws or regulations may result in the termination of this Agreement and/or any of the Services used wrongfully being disconnected or suspended. Reztel reserves the right to cooperate with legal authorities and/or injured third parties in the investigation of any suspected crime or civil wrong. Such cooperation may include Reztel providing the Customer’s username, IP address or other information based on reasonable evidence and/or receipt of warrant.

12.           The Customer agrees that all equipment installed or provided by Reztel shall remain the property of Reztel, except for equipment purchased and paid for by the Customer which is neither returnable to nor refundable by Reztel. Fees may be charged to the Customer for the installation of the Services. The Customer will protect Reztel’s equipment from defacing, tampering or damage, and will not permit anyone other than a representative of Reztel to perform any work on such equipment, unless otherwise especially allowed by Reztel. The Customer acknowledges and accepts full responsibility for all equipment installed by Reztel at the service address and agrees to reimburse Reztel for the full cost of the repair or replacement of any lost, stolen, unreturned, damaged, sold, transferred, leased, encumbered or assigned equipment or part thereof. The Customer is responsible for returning Reztel’s relevant equipment upon termination of a Service or this Agreement, to Reztel’s closest retail location or, in the absence of such retail location, to contact Reztel to arrange for equipment return. In the event the Customer fails to return said equipment or fails to comply with the terms and conditions of this Agreement, Reztel may, at its option, repossess such equipment and charge the Customer any costs incurred in connection therewith, or charge the Customer the full replacement cost of the unreturned Reztel equipment.

13.           The Customer hereby grants Reztel, its employees, representatives, contractors, subcontractors and agents reasonable access to the Customer’s premises or service address at reasonable hours to install, inspect, service, maintain, restore, remove or disconnect Reztel’s Services or equipment. Charges may apply if a service call is required to restore the any of the Services of a Customer and it is determined that the problem does not originate from Reztel’s network. Charges may also apply if the Customer solicits Reztel’s technical assistance by telephone. In addition, charges may apply in the event that the Customer expressly requests that the Services currently delivered by Reztel be modified.

14.           If the Customer does not own the premises where the Services are provided, the Customer warrants that the Customer has the consent of the owner of the premises or otherwise has the authority to allow Reztel to install, inspect, service, maintain, remove or disconnect Reztel’s Services.

15.           Reztel may propose to change, modify, add or remove any provision of this Agreement (including the Acceptable Use Policy referred to below) at any time.   Such changes may include, without limitation, modifications, additions to or removals from the Services, their features and charges, or the terms and conditions upon which Reztel distributes and the Customer receives the Services. Reztel will provide notice to the Customer, which notice may be sent via e-mail, mail or by posting such changes on its www.reztel.net or www.govolo.ca website. The Customer's continued use of a Service following implementation of such a change shall be deemed to be the Customer's acceptance of any such change. The Customer is encouraged to visit the www.reztel.net or www.govolo.ca website from time to time to check for any changes of the terms and conditions of this Agreement.

16.           Subject to the any other provision to the contrary in this Agreement, namely that may provide for a specific duration of the Agreement or a monetary commitment by the Customer, the Customer may at any time, upon at least thirty (30) days’ prior notice to Reztel, cancel this Agreement or any Service provided under the Agreement. Applicable charges shall continue to apply until the thirty (30) days have elapsed. The Customer shall remain liable for the payment of all outstanding balances accrued up to the date of termination. If the Agreement is concluded for a defined term, and unless Reztel is otherwise notified by the Customer, the Agreement shall automatically renew at the expiration of the defined term at the regular rates then in effect for the Services, and may thereafter be terminated in accordance with the terms set out at the beginning of this section. Early termination of the defined term Agreement shall result in a penalty to the Customer equal to 50% of the normally due charges multiplied by the number of months remaining on the defined term Agreement. The Customer shall remain liable for the payment of all outstanding balances accrued up to the date of termination or expiration.

17.           In the event the Customer subscribed to a Service as part of a promotion (‘Promotion’) offered by Reztel whereby the Customer enjoys lower rates than would have been the case without such Promotion, this Agreement shall then be for a term of at least the minimum contract period required by the Promotion (the ‘Promotion Period’). Should the Customer cancel a Service before the expiry of the Promotion Period, the Customer shall pay Reztel, for each of the months of service, the balance of the monthly service remaining due after payment of the promotional amount. The regular rates then in effect for the Services shall apply at the end of the Promotion. Following the expiry of the Promotion Period, the Customer may also terminate the Agreement or cancel the Service at any time upon at least thirty (30) days’ prior notice to Reztel.

18.           In addition to all other rights given to Reztel under this Agreement (including in the Acceptable Use Policy referred to below, where applicable), Reztel may:

(a) at any time, upon at least five (5) days’ prior notice to the Customer, cancel this Agreement or any Service provided under the Agreement; or

(b) at any time and without prior notice to the Customer, disconnect or suspend the Customer's access to the Services or cancel the Agreement (i) if the Customer fails to comply with one or more of the provisions of the Agreement; or (ii) upon the occurrence of any act of bankruptcy on the part of the Customer, or if the Customer becomes insolvent, relies upon any law governing insolvency, bankruptcy or arrangements with creditors or upon the commencement of bankruptcy proceedings against the Customer.

19.           REZTEL DOES NOT WARRANT UNINTERRUPTED USE OR OPERATION OF THE SERVICES. REZTEL WILL NOT BE LIABLE FOR ANY INTERRUPTIONS IN SERVICE, LOSS OF DATA OR ANY DELAY OR FAILURE TO PERFORM. REZTEL DISCLAIMS ALL WARRANTIES, EITHER EXPRESS OR IMPLIED, REGARDING THE SERVICES PROVIDED TO THE CUSTOMER. THE CUSTOMER ACKNOWLEDGES THAT REZTEL AND ITS AFFILIATES, DIRECTORS, SHAREHOLDERS, OFFICERS, EMPLOYEES, AGENTS, CONSULTANTS AND CARRIERS, SHALL NOT BE HELD LIABLE WITH REGARD TO ANY DAMAGE ARISING OUT OF, DIRECTLY OR INDIRECTLY, OR RELATING, IN ANY MANNER, TO THIS AGREEMENT. IN NO EVENT SHALL REZTEL HAVE ANY LIABILITY TO THE CUSTOMER FOR SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING FROM THE SERVICES THAT ARE THE SUBJECT MATTER OF THIS AGREEMENT AND IN NO EVENT SHALL REZTEL’S LIABILITY TOWARD THE CUSTOMER EXCEED THE TOTAL AMOUNT PAID TO REZTEL BY THE CUSTOMER FOR ANY AFFECTED SERVICE, DURING THE 3-MONTH PERIOD IMMEDIATELY PRECEDING THE DATE OF THE CLAIM. THIS SECTION SHALL CONTINUE TO APPLY NOTWITHSTANDING EXPIRATION OR TERMINATION OF THE AGREEMENT.

20.           Reztel collects information on its customers and uses such information to develop and maintain its relationships with its customers, its employees and other persons; to provide its Services, or to receive services it requires, and to ensure that all related transactions are supported and implemented; to understand and assess the interests, wants and needs of customers with a view to improving current Services, or to offer new services; to manage its business and to ensure the efficiency, reliability and security of its systems; and to fulfill its obligations under the law.

Unless a Customer provides express consent or unless disclosure is pursuant to a legal power, all information kept by Reztel regarding the Customer, other than the Customer’s name, address and listed telephone number, is confidential and may not be disclosed by Reztel to anyone other than: the Customer; a person who, in the reasonable judgment of the company, is seeking the information as an agent of the Customer; another telephone company, provided the information is required for the efficient and cost- effective provision of telephone service and disclosure is made on a confidential basis with the information to be used only for that purpose; a company involved in supplying the Customer with telephone or telephone-directory related services, provided the information is required for that purpose and disclosure is made on a confidential basis with the information to be used only for that purpose; or an agent retained by Reztel in the collection of the Customer’s account, provided the information is required for and is to be used only for that purpose.

By entering into this Agreement, the Customer hereby expressly consents to Reztel requiring, collecting from and providing to third parties, including but not limited to, credit reporting agencies, credit history information regarding the Customer and associated account. The Customer also hereby expressly consents to Reztel requiring and collecting from the Customer, and providing to third parties, information for the purposes set forth in the first paragraph of this section.

For more information about the privacy of the Customer’s personal information, please visit our website at www.reztel.net or www.govolo.ca.

21.           Any claim, dispute or controversy (whether in contract or tort, or pursuant to statute or regulation, or otherwise, and whether pre-existing, present or future) arising out of: (a) this Agreement; or (b) the Services; (a "Claim"), will be referred to and determined by arbitration. Customer agrees to waive any right to commence or participate in any class action against Reztel related to any Claim. If Customer has a Claim, written notice to arbitrate shall be delivered to the head office of Reztel, attention: President. All arbitration claims shall be conducted by one arbitrator in Toronto, Ontario pursuant to such rules as may be agreed upon by Reztel and Customer. If Reztel and Customer are unable to agree upon such rules, it will be conducted in accordance with Arbitration Act (Ontario). Each of Reztel and Customer shall be responsible for their own fees and expenses, and shall share the costs of arbitration equally.

22.           The failure of Reztel to enforce this Agreement, for whatever reason, shall not be construed as a waiver of any right to do so at any time. The Customer agrees that if any portion of this Agreement is held to be invalid or unenforceable, the remaining portions will subsist in full force and effect.


23.           This Agreement shall be governed by, and construed in accordance with, the laws applicable in the Province in which the Services are delivered by Reztel to the Customer.

SPECIFIC TERMS AND CONDITIONS APPLICABLE TO REZTEL HIGH SPEED INTERNET SERVICE - ACCEPTABLE USE POLICY

24.           By using Reztel’s High Speed Business Internet Service, the Customer agrees not to use this Service in a manner that is contrary to applicable laws and regulations and Reztel’s Acceptable Use Policy (“AUP”) which forms part of this Agreement and is available at www.reztel.net or www.govolo.ca.

If the Customer does not agree with the terms and conditions of the AUP, the Customer must immediately stop using the High Speed Internet Service and immediately notify Reztel customer service that the Customer is terminating this Service.

SPECIFIC TERMS AND CONDITIONS APPLICABLE TO REZTEL DIGITAL PHONE SERVICE

25.           Business Service - The Customer shall not use this Service for activities that include telemarketing (including without limitation charitable or political solicitation or polling), autodialing, continuous or extensive call forwarding, fax broadcast or fax blasting or any other activity that would contravene or be inconsistent with normal business usage patterns. The Customer is also prohibited from reselling or transferring this Service to any other person for any purpose, or charge any fees for the use of this Service, without express prior written permission from Reztel.

26.           Residential Service – Reztel Digital Phone Service is provided to the Customer as a residential user, for and solely residential use, excluding business and commercial use. This means that the Customer shall not use the Digital Phone Service for any commercial activities, including, without limiting the generality of the foregoing, for the operation of a home office, business, sales, telecommuting, telemarketing (including without limitation, charitable or political solicitation or polling), autodialing, continuous or extensive call forwarding, fax broadcast, fax blasting or any other activity that would contravene or be inconsistent with normal residential usage patterns. This also means that the Customer is not to resell or transfer the Digital Phone Service to any other person for any purpose, or charge any fees for the use of the Digital Phone Service, without express prior written consent from Reztel.

Upon discovering that use of this Service or any functionalities related thereto by Customer is contravening the terms of the present section or exceeds reasonable usage limits as determined by Reztel, at its sole discretion, Reztel may, at any time and without prior notice, limit or suspend access by the Customer to this Service. In such cases, the Customer must contact Reztel’s customer service, which may require payment of owed charges in order to restore Customer access to this Service.

27.           Reztel reserves the right to change the number assigned to the Customer, but will, however, take all reasonable measures to prevent such an occurrence. In the event of such a change, Reztel will endeavour to give reasonable prior notice to the Customer.

28.          The Customer acknowledges that modification or alteration of the equipment installed, provided, rented or lent by Reztel is prohibited.

29.           THE CUSTOMER UNDERSTANDS AND ACKNOWLEDGES THAT THIS SERVICE MAY BE DISRUPTED IN THE FOLLOWING (BUT NOT LIMITED TO THESE) CASES: ELECTRIC POWER OUTAGE, AN INTERRUPTION OF THE INTERNET SERVICE OR THE SUSPENSION OR CANCELLATION, IN ACCORDANCE WITH THIS AGREEMENT, OF THE REZTEL DIGITAL PHONE SERVICE BY REZTEL.

30.            EMERGENCY SERVICES - 911 DIALING

(a) Non-Availability of Traditional 911 or E911 Dialing Service.

Reztel offers a form of 911 service (911 Dialing) that is similar to traditional 911 service but has some important differences and limitations when compared with enhanced 911 service (E911) available in most locations in conjunction with traditional telephone service. With both traditional 911 and E911 service, your call is sent directly to the nearest emergency response centre. In addition, with E911 service, your call back number and address are visible to the emergency response centre call-taker. With Reztel’s 911 service, your call is sent to a national emergency call centre. The call centre operator will request or confirm your location information and then transfer your 911 call to the emergency response centre nearest your location. You should be prepared to provide or confirm your address and callback number with the operator. If you use a voip or digital phone service, your 911 calls will be routed to the national emergency response centre, however, emergency personnel do not receive your phone number or physical location information. Do not hang up unless told directly to do so and if disconnected, you should dial 911 again.

(b) Registration of Physical Location Required.

You should ensure your location information, when registered with Reztel, is kept current at all times. In case you are not able to speak during the 911 call, the call taker would dispatch emergency response vehicles to your last registered address. You need to update your 911 Dialing information if you move your device to a different location and/or if you add a new line to your account. Regardless of what address you register for a voip or digital phone service the national emergency response centre does not receive your phone number or physical location information when you place a 911 call. Your 911 Dialing service is activated when you subscribe to Reztel service.

(c) Re-Registration required if you change Your Number or Add or Port New Numbers.

You must successfully register your location of use for each changed, newly added or newly ported number in order for 911 Dialing to function as intended. Regardless of what address you register for a voip or digital phone, the national emergency response centre does not receive your phone number or physical location information when you place a 911 call.

(d) Service Outages.

911 Dialing service will not function in the event of a power or broadband outage or if your broadband, ISP or Reztel service is suspended or disconnected. Following a power failure or disruption, you may need to reset or reconfigure your Device prior to utilizing the service, including 911 Dialing.

Emergency 911 service will also not work properly if the Customer experiences technical problems with the Digital Phone Service: failure of the Digital Phone Service device or a gateway configuration problem.

IN LIGHT OF THE CHARACTERISTICS AND LIMITATIONS OF THE 911 SERVICE DESCRIBED ABOVE, THE CUSTOMER ACKNOWLEDGES THAT REZTEL, ITS AFFILIATES, AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS AND CARRIERS, SHALL NOT BE HELD LIABLE WITH REGARD TO ANY DIRECT OR INDIRECT DAMAGE ARISING, DIRECTLY OR INDIRECTLY, FROM THE OPERATION OF THE 911 SERVICE.

31.           Reztel will not incur nor assume any liability whatsoever arising from the connection to Reztel Digital Phone Service of non-voice equipment, such as medical monitoring devices or security systems. By accepting this Agreement, the Customer waives the right to make any claim against Reztel for any interference with or disruption of such systems due to their connection to Reztel’s Digital Phone Service. The Customer acknowledges that such non-voice equipment connected to Reztel Digital Phone Service may not be available or may be disrupted in the cases set forth in section 25 above. In the event the Customer decides to proceed with the connection of such non-voice equipment to Reztel Digital Phone Service, the Customer shall seek and obtain confirmation from the supplier or manufacturer thereof that the same is compatible and may be used efficiently with the Reztel Digital Phone Service, and shall perform usual required tests.

32.           In the case of errors or omissions in directory listings, whether or not the error or omission is with regard to a telephone number, Reztel’s liability is limited to correcting the error or omission that has occurred.

33.           Customer is responsible for paying for all calls originating from, and charged calls accepted at, Customer’s telephones or via any equipment that the Customer has attached to the Service, regardless of who made or accepted them, including without limitation, illegal or fraudulent usage.

34.           It is the Customer's responsibility to ensure that no one gains unauthorized access to the Reztel Digital Phone Service via any equipment that the Customer has attached to the Service. Examples include but are not limited to answering machines or Private Branch Exchange (PBX) systems. The Customer is solely responsible for the security of any device the Customer attaches or authorizes to attach to the Reztel network and must take actions to prevent unauthorized access to the Reztel Digital Phone Service.

35.           Although Reztel has no obligation to monitor the Reztel Digital Phone Service Customer’s usage, Reztel reserves the right to monitor usage from time to time to operate the Reztel Digital Phone Service. Any correspondence that Reztel may want to deliver to the Customer with respect to usage will be sent to the primary contact E-mail address attached to the Customer’s account or via the account principle details.

36.           Reztel has no obligation to notify the Customer of any suspected fraudulent or inappropriate usage of the Reztel Digital Phone Service. Reztel however reserves the right to take any measures deemed appropriate, including service suspension without prior notice and as a consequence, the Emergency 911 service, upon detection of any suspected fraudulent or inappropriate usage.

37.           Reztel will not incur nor assume liability for any recordings that are stored on its messaging services. The Customer is fully responsible to save recordings on the Customer’s own media in a timely fashion for archival use.