Terms of Service and Privacy Policy
I.
GENERAL.
This Agreement, between you ("Customer") and Adepto Telecom
sets forth the legal rights and obligations governing Adepto Telecom
provisions of communications services to you. Adepto Telecom shall
provide Customer with communications Services ("Services")
preceding these terms and conditions. Some Services offered by Adepto
Telecom under this Agreement, including but not limited to voice Services,
are offered pursuant to applicable tariffs ("Tariffed Services")
and incorporated herein. For Tariffed Services, in the event of a
conflict between this Agreement and a tariff, the tariff shall control.
Use of Services is limited to Customer, Customer's employees, and
Customer's consultants performing work for Customer (collectively,
"End Users"). Customer shall promptly notify Adepto Telecom
of any errors, "bugs," or problems with the Services of
which Customer becomes aware. Notwithstanding any term of this Agreement,
Adepto Telecom shall not be liable to Customer for any claim arising
from or based upon the combination, operation or use of the Services
with equipment, data or programming not supplied or certified by Adepto
Telecom, or arising from any alteration or modification of the Equipment.
For Tariffed Services, Adepto Telecom must be provided notice of any
Service interruption as further set forth in the Limitation of Liability
Section and as provided in applicable tariffs.
Adepto Telecom retains the right to Change, increase or decrease from
time to time, in its sole discretion and without liability to Customer,
the methods, processes and/or the suppliers by which Adepto Telecom
provides Services to Customer; as well as to change, add to or delete
service offerings with appropriate notice to Customers.
II. PAYMENT.
All services are provided on a prepaid basis pursuant to the terms
and conditions of the applicable tariff(s) if any, and this Agreement.
Adepto Telecom will charge you for our services at the current price
in accordance with applicable tariffs and duties (no tax burden on
you) in force at the time you use our services. Services are charged
in seconds. Call charges will be rounded up to the next whole penny.
All prices for our services will be inclusive of taxes and duties
for customers based anywhere in the world. You are advised to check
the country price list anytime you wish to make a call. Payment for
the service is not refundable in any case unless Adepto Telecom terminates
its services while your account is in credit. However should your
account be terminated for cause in accordance with the Terms and Conditions
herein or for not using the service for a continuous period of 9 months,
you will not be entitled to any refund of credit on your account.
Offer
and Method of Acceptance
All information displayed on our web site and communication made to
you by Adepto Telecom constitutes an Invitation to Treat, and should
in no way be construed as an offer or a unilateral contract. Prices
and availability of services are subject to change. You agree not
to change these standard terms and conditions from the form presented
to you by Adepto Telecom. Your completion of our on line registration
form constitutes the offer which Adepto Telecom can decide to accept
or reject. If Adepto Telecom decides to accept your offer, acceptance
will be effective once sent by Adepto Telecom.
III. Term/Service Commencement Date.
This Agreement shall be effective upon complete execution by the parties.
Adepto Telecom will notify Customer that the Services are installed
or connected and are available for use. The date of such notice shall
be the service commencement date ("Service Commencement Date").
If the service is not provided on a pre-paid basis billing will begin
on the date on which Adepto Telecom notifies the Customer that the
requested service or facility is available for use, unless the date
is extended by the Customer's refusal in writing to accept service
which does not conform to standards set forth in this Agreement or
applicable tariff, in which case the Service Commencement Date is
the date of the Customer's acceptance of service. The parties may
mutually agree upon a substitute Service Commencement Date. If Customer
notifies Adepto Telecom in writing that it is not prepared to utilize
the service or facility after Adepto Telecom has notified the Customer
that the requested service or facility is ready for use (for reasons
other than those set forth above), Adepto Telecom may begin billing
the customer on the Service Commencement date. Adepto Telecom may
bill the customer for any costs it has incurred in preparing its service
for the original due date, as well as any costs it will incur up until
the date that the customer accepts service. Adepto Telecom shall not
be liable for any damages whatsoever resulting from delays in meeting
requested or specified service dates, or inability to provide service.
Customer agrees to cooperate with Adepto Telecom to accomplish service
activation by providing access to Customer's premises and facilitating
testing and service delivery requirements.
IV. DISCLAIMER OF WARRANTIES.
ADEPTO TELECOM MAKES NO REPRESENTATION OR WARRANTY WHETHER EXPRESS,
IMPLIED OR STATUTORY, REGARDING THE SERVICES, SYSTEM EQUIPMENT OR
ADEPTO TELECOM OWNED OR PROVIDED EQUIPMENT USED BY THE CUSTOMER, INCLUDING,
BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS
OF THE SERVICE OR EQUIPMENT FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT
OF ANY THIRD PARTY RIGHTS. ADEPTO TELECOM SPECIFICALLY DISCLAIMS ANY
RESPONSEBILITY, AND MAKES NO WARRANTY, FOR THE SUBSTANCE, ACCURACY
OR QUALITY OF INFORMATION OBTAINED THROUGH ITS NETWORK, AN ACCOUNT,
OR THAT THE SERVICE WILL BE ERROR-FREE, WHETHER OR NOT SUCH SERVICE
IS USED BY CUSTOMER OR AN END USER. IN ADDITION, ADEPTO TELECOM MAKES
NO WARRANTY WITH RESPECT TO ANY SOFTWARE OR HARDWARE PRODUCTS ("PRODUCTS")
USED OR PROVIDED BY ADEPTO TELECOM IN CONNECTION WITH AN ACCOUNT.
ANY PATENT, COPYRIGHT, TRADEMARK, TRADE SECRET OR OTHER INTELLECTUAL
PROPERTY CLAIMS, WHETHER ACTUAL OR ALLEGED, ARE THE DIRECT RESPONSEBILITY
OF THAT PRODUCT'S MANUFACTURER. ADEPTO TELECOM ASSUMES NO RESPONSEBILITY
FOR ANY ACTIONS OR LIABILITIES ARISING FROM THE POSSESSION OR USE
OF THE PRODUCTS.
V. LIMITATION OF LIABILITY.
WITH RESPECT TO CLAIMS OR SUITS BY CUSTOMERS, OR ANY OTHERS, FOR DAMAGES
RELATING TO OR ARISING OUT OF ACTS OR OMISSIONS UNDER THIS AGREEMENT,
ADEPTO TELECOM's LIABILITY FOR SERVICE INTERRUPTIONS, IF ANY, SHALL
BE LIMITED TO CREDIT ALLOWANCES AS EXPRESSLY PROVIDED IN APPLICABLE
TARIFFS, UNLESS OTHERWISE EXPRESSLY PROVIDED IN THIS AGREEMENT. WITH
RESPECT TO INTERNET SERVICES, CUSTOMER RECOGNIZES THAT THE INTERNET
CONSISTS OF MULTIPLE PARTICIPATING NETWORKS WHICH ARE SEPARATELY OWNED
AND THEREFORE ARE NOT SUBJECT TO THE CONTROL OF ADEPTO TELECOM. MALFUNCTION
OF, OR CESSATION OF INTERNET SERVICES BY, ISPs OR OF ANY OF THE NETWORKS,
WHICH FORM THE INTERNET, MAY MAKE RESOURCES CUSTOMER WISHES TO USE
TEMPORARILY OR PERMANENTLY UNAVAILABLE. CUSTOMER AGREES THAT ADEPTO
TELECOM SHALL NOT BE LIABLE FOR DAMAGES INCURRED OR SUMS PAID WHEN
THE SERVICES ARE TEMPORARILY OR PERMANENTLY UNAVAILABLE DUE TO MALFUNCTION
OF, OR CESSATION OF INTERNET SERVICES BY, NETWORK (S) OR ISPs NOT
SUBJECT TO CONTROL OF ADEPTO TELECOM, OR DUE TO ANY ACCIDENT OR ABUSE
BY CUSTOMER. ADEPTO TELECOM IS NOT LIABLE FOR ANY BREACH OF SECURITY
ON THE CUSTOMER'S NETWORK.
ADEPTO TELECOM SHALL NOT BE LIABLE FOR ANY LOSSES OR DAMAGES RESULTING
FROM: (A) THE DELIVERY, INSTALLATION, MAINTENANCE, OPERATION OR USE
OF AN ACCOUNT, THE EQUIPMENT, OR SERVICE; (B) ANY ACT OR OMISSION
OF CUSTOMER, OR ITS END-USERS OR AGENTS, OR ANY OTHER ENTITY FURNISHING
EQUIPMENT, PRODUCTS OR SERVICES TO CUSTOMER; OR (C) ANY PERSONAL OR
PROPERTY DAMAGES DUE TO THE LOSS OF STORED, TRANSMITTED OR RECORDED
DATA RESULTING FROM THE SERVICE OR THE EQUIPMENT, EVEN IF ADEPTO TELECOM
HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL
ADEPTO TELECOM's LIABILITY FOR DIRECT DAMAGES BE GREATER THAN THE
SUM TOTAL OF PAYMENTS MADE BY CUSTOMER TO ADEPTO TELECOM DURING THE
THREE MONTHS IMMEDIATELY PRECEDING THE EVENT FOR WHICH DAMAGES ARE
CLAIMED, BUT IN NO EVENT TO EXCEED $1,000.
IN NO EVENT SHALL ADEPTO TELECOM BE LIABLE FOR ANY INDIRECT, INCIDENTAL,
EXEMPLARY, PUNITIVE OR OTHER CONSEQUENTIAL DAMAGES WHETHER OR NOT
FORESEEABLE, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR THE LOSS OF
DATA, GOODWILL OR PROFITS, SAVINGS OR REVENUE, HARM TO BUSINESS, WHETHER
UNDER CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR ANY
CAUSE WHATSOEVER, OR ARISING OUT OF OR IN RELATION TO THIS AGREEMENT,
EVEN IF ADVISED BEFOREHAND OF THE POSSIBILITY OF SUCH LIABILITY.
VI. INDEMNIFICATION.
Customer agrees to indemnify, defend and hold Adepto Telecom and its
officers, directors, employees, agents, affiliates and suppliers harmless
from and against any claims, actions, demands, losses, damages and
expenses including attorney's fees, relating to any violation of this
Agreement, including but not limited to a breach or failure of any
representation or warranty contained in this Agreement by Customer,
its End Users, or other users of its account, the placement or transmission
of any message, information, software or other materials on the Internet
by Customer or End Users of Customer's account, or Customer's traffic
being processed through the Adepto Telecom switch, port or node. This
indemnification shall survive the termination of the Agreement.
VII. LIMITATION OF SERVICE.
LIMITATION OF SERVICE. PLEASE ACKNOWLEDGE THAT EMERGENCY 9-1-1 CALLS
ARE NOT INTENDED TO BE CARRIED AND/OR SUPPORTED BY THE SOFTWARE OR
SERVICES AND THAT NEITHER ADEPTO TELECOM NOR ANY OF ITS AFFILIATES,
SUBSIDIARIES, PARENT COMPANIES, AGENTS, NETWORK SERVICE PROVIDERS,
PARTNERS, OR EMPLOYEES ARE OR WILL BE LIABLE FOR SUCH CALLS OR YOUR
INABILITY TO MAKE SUCH EMERGENCY CALLS USING THE MATERIALS OR SERVICES.
VIII. REGULATORY AND LEGAL COMPLIANCE.
The parties acknowledge that the respective rights and obligations
of each Party as set forth in this Agreement are based on existing
law and the regulatory environment as it exists on the date of execution
of this Agreement. Customer and Adepto Telecom agree that in the event
of any effective decision by a legislative body, regulatory or judicial
order, rule, regulation, arbitration or dispute resolution or other
legal or regulatory action materially affecting the provisions of
this Agreement at the federal, state or local level either Party may,
by providing written notice to the other Party, require that the affected
provisions of this Agreement be renegotiated in good faith. This Agreement
shall be amended accordingly to reflect the pricing, terms and conditions
of such Amendment.
IX.
MISCELLANEOUS.
This Agreement and applicable tariffs represent the complete agreement
and.understanding of the parties with respect to the Services, and
supersedes all other agreements whether written or oral, including
but not limited to, any advertising, brochures, proposals, representations
or understandings regarding the subject matter hereof, and shall prevail
if any conflict arises between the tariff and customer's purchase
order terms. This Agreement may be modified only by written agreement
or as specifically provided herein. Customer may not sell, transfer,
or assign this Agreement, except to entities completely controlling
or controlled by Customer, without the prior written consent of Adepto
Telecom, which consent shall not be unreasonably withheld, provided
written notice is provided to Adepto Telecom. Any assignment in derogation
of the foregoing sentence is null and void, and does not relieve Customer
of its obligations under the Agreement. This Agreement shall be governed
by the substantive law of England and Wales without reference to its
principles of conflicts of laws, and Customer consents to the nonexclusive
jurisdiction of the courts of England and Wales. Except as otherwise
provided for in the Agreement, no remedy conferred by any of the specific
provisions of the Agreement or available to a party is intended to
be exclusive of any other remedy, and each and every remedy shall
be cumulative and shall be in addition to every other remedy given
under the Agreement, now or hereafter existing at law or in equity
or by statute or otherwise. The election of anyone or more remedies
by either party shall not constitute a waiver of the right to pursue
other available remedies. Adepto Telecom shall not be responsible
for any failure to perform due to unforeseen circumstances or due
to a cause beyond Adepto Telecom 's control, including but not limited
to acts of God, war, riot, embargoes, acts of civil or military authorities,
fire, floods, accidents, strikes, or shortages or failures of telecommunication
or computer resources, fuel, energy, labor or materials.
November
2007
Adepto Telecom.
Adepto Group of Companies
29 Dogpool lane
Birmingham B30 2XN
United Kingdom
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Privacy
Policy
Adepto
Telecom does not sell, rent, loan, trade, lease or otherwise transfer
any personal information collected through Adepto Telecom software
or service to any third party.
Adepto
Telecom is very cautious in the use of its customers private and sensitive
information. Our privacy practices gives you the ability to control
the use of your personal and/or private information while at the same
time giving you the opportunity to obtain interesting and useful information,
products and services. This policy describes how we treat information
received about you when you visit our Web site or register for our
products and/or services. Please read our Privacy Policy carefully.
By using this Web site or submitting any personal information, you
consent to the collection and use of this information by Adepto Telecom.
Information Adepto Telecom Gathers and/or Tracks
Adepto
Telecom will use your IP address to administer service Web sites and
diagnose processes. Your IP address is also used to compile road demographic
information. Adepto Telecom is required to file numerous reports with
different administrative bodies. As such, Adepto Telecom may provide
aggregate statistics about customers, sales and traffic patterns.
None of these reports or statistics will include personally identifiable
information. In addition, Adepto Telecom reserves the right to use
personally identifiable information to investigate and help prevent
potentially unlawful activity that threatens either Adepto Telecom
or any company affiliated with Adepto Telecom. At the appropriate
request of a Government Agency or as otherwise required by law or
court order, Adepto Telecom may disclose personally identifiable information.
Adepto Telecom's registration form asks for contact information (such
as name and e-mail address) and may also ask for demographic information
(such as age and job title.) Adepto Telecom uses contact information
from your registration form to send information to you about Adepto
Telecom. The contact information is also used to contact you when
necessary about issues concerning the use of the Adepto Telecom services.
Adepto Telecom uses demographic information to tailor your experience
at Adepto Telecom Web sites, giving you content and advertisements
that you might be interested in, and showing the content according
to your preferences. This information might be shared with advertisers
on an aggregate basis for advertising and promotional purposes. Adepto
Telecom's Web sites might contain links to other Web sites. Adepto
Telecom is not responsible for the privacy practices or the content
of such other Web sites.
Cookies
Adepto
Telecom uses cookies to give it's customers access to their "my-Adepto
Telecom area", where the customers can set up and edit their
preferences. These cookies are used for security reasons like session
identification and do not contain private information. The cookies
destroy themselves after the session is closed. Adepto Telecom may
use outside advertising companies to display advertisements on the
Adepto Telecom Web site. These advertisements may contain cookies.
The advertising companies collect cookies received with banner ads;
as such, Adepto Telecom does not have access to this information and
they are not subject to Adepto Telecom's privacy policy. Some general
customer data might be shared with the advertising companies on an
aggregate basis, and contact information might be shared with Adepto
Telecom's partners.
Choice/Opt-In
Adepto
Telecom provides you with the opportunity to opt-in to receive important
updates regarding the Adepto Telecom service at the point where Adepto
Telecom requests information about you. Adepto Telecom also provides
you with the opportunity to opt-in to receive promotional e-mails
from Adepto Telecom and/or its partners at such point. If you choose
not to opt-in to receive communications from Adepto Telecom, you shall
not receive future communications. If you choose to receive communications
from Adepto Telecom and/or its partners, Adepto Telecom provides you
the ability to remove your information from our database so as not
to receive future communications or to no longer receive our service
by sending an e-mail back to the last promotional e-mail. If you choose
to receive promotional e-mails from Adepto Telecom and/or its partners,
you will be giving Adepto Telecom permission to access your information
on behalf of pre-screened third parties for marketing or promotional
purposes.
Sent To A Friend
Whenever you refer a friend to Adepto Telecom, e-mails will be sent
to your friend's e-mail address inviting him or her to try Adepto
Telecom. Your friend can opt-out of receiving future e-mails at any
time, including immediately after receipt of Adepto Telecom's initial
welcome e-mail. Adepto Telecom will not sell, rent or otherwise give
away your friend's e-mail address. Surveys And Sweepstakes Adepto
Telecom may request information from users via surveys or sweepstakes.
Participation in these surveys or sweepstakes is voluntary and you
therefore have a choice whether or not to disclose this information.
Information requested may include contact info (like name and shipping
address) and demographic information (such as zip code or age). Contact
information will be used to notify sweepstakes winners and award prizes.
Survey information will be used for purposes of monitoring or improving
your use and satisfaction of Adepto Telecom's Web sites. Security
Adepto Telecom uses the latest technology to ensure the security and
safety of all your transactions with Adepto Telecom. To prevent unauthorized
access or disclosure, maintain data accuracy, and ensure the appropriate
use of information, Adepto Telecom has put in place safeguards to
secure the information, which are collected, online. If there is a
need to transfer of your credit card data the Adepto Telecom servers
use encryption technology to protect from unauthorized parties. We
use industry-recognized standards in transaction security to protect
the information you provide when you make a purchase at Adepto Telecom.
Adepto Telecom maintains high security measures to protect your information
from loss, misuse or alteration. Information Adepto Telecom collects
from you will be stored and backed up securely in an environmentally
controlled location. Only authorized people with user ID and password
from Adepto Telecom have access to the database.
E -mail Links
Adepto
Telecom Web sites may use e-mail links on the "Contact Us"
page to allow you to contact Adepto Telecom directly with any questions
or comments you may have. Adepto Telecom reads every message sent
and tries to respond promptly to. This information is used to respond
directly to your questions or comments. Adepto Telecom may also file
your comments to improve this Web site and program or review and discard
the information.
Changes to this Privacy Policy
Adepto
Telecom will notify you if there is a material change in its privacy
policies by posting a notice on the home page of this Web site. Adepto
Telecom will take commercially reasonable measures to obtain written
or active e-mail consent from you if Adepto Telecom will be using
the personal information collected from you in a manner different
from that stated at the time of collection. Adepto Telecom will also
post such changes in its privacy policy regarding the use of your
personal information one week prior to such change.
Contact: info (at) adeptotele.com for further information.
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