Radiantone - terms and conditions

Terms and Conditions

This Agreement governs both the Service and any related devices, such as an IP phone, Multimedia Terminal Adapter, Analog Telephone Adapter or any other IP connection device, ("Device" or "Equipment") used in conjunction with the Service. By activating the Service, you acknowledge that you have read and understood, and you agree, to the terms and conditions of this Agreement, and you represent that you are of legal age to enter this Agreement and become bound by its terms.

1. TERMS AND CONDITIONS.

1.1 Term. The Service is offered on a monthly basis for a term which begins on the date that Radiant activates your Service and ends on the day before the same date in the following month. Subsequent terms of this Agreement automatically renew on a monthly basis without further action by you unless you give Radiant written notice of non-renewal prior to the end of the monthly term in which the notice is given. You are using an unlimited plan, you are pre-purchasing the Service for full monthly terms, meaning that if you terminate Service prior to the end of a monthly term, you will not be entitled to any pro rata refund of any remaining portion of your current monthly term. Expiration of the term or termination of the Service will not excuse the End User from paying any unpaid, accrued charges that are due in relation to the Agreement.

1.2 Use of the Services. The Service and Device are to be used for your personal residential use or limited small business use. You acknowledge that the Service will not be used for any excessive business use including, but not limited to, auto-dialing, continuous or extensive call forwarding, continuous connectivity, fax broadcasting, fax blasting, telemarketing (including without limitation charitable or political solicitation or polling), automatic dialing, call centers, public calling centers or internet cafes or any other activity that would be inconsistent with normal residential or small business usage patterns. You may not resell or transfer the Service or the Device to any other person for any purpose, or make any charge for the use of the Service. Radiant reserves the right to immediately terminate or modify the Service, if Radiant determines, in its sole discretion, that the Service is being used contrary to the provisions of this Agreement.

1.3 Lawful Use of Service and Device. You agree to use the Service and Device only for lawful purposes. This means that you agree not to use them for transmitting or receiving any communication or material of any kind when in Radiant 's sole judgment, the transmission, receipt or possession of such communication or material may constitute a criminal offense, give rise to a civil liability, or otherwise violate any applicable local, state, national or international law. Radiant reserves the right to terminate your service immediately if Radiant, in its sole discretion, believes that you have violated this provision. You are liable for any and all use of the Service and/or Device by yourself and by any person making use of the Service or Device provided to you and you agree to indemnify and hold harmless Radiant against any and all liability for any such use. If Radiant, in its sole discretion believes that you may have violated this provision, Radiant may forward the objectionable material, as well as your communications with Radiant and your personally identifiable information to the appropriate authorities for investigation and prosecution and you hereby consent to such forwarding.

1.4 Use of the Service and Device Outside the United States and Canada. You agree to assume all responsibility for use of the Service and Device outside of the United States and Canada. If the Service and Device are used in a country other than the United States or Canada, you do so at your own sole risk, including the risk that such activity violates local laws in the country where you do so. You are liable for any and all such use of the Service and/or Device by yourself or any person making use of the Service or Device provided to you and agree to indemnify and hold harmless Radiant against any and all liability for any such use. Radiant does not represent, warrant or guarantee that the Service or Device will work outside of the United States and Canada.

1.5 Tampering with the Device or Service. You agree not to change the electronic serial number or equipment identifier of the Device, or to perform a factory reset of the Device. Radiant reserves the right to terminate your Service without refund should you tamper with the Device. You agree not to make or attempt to make any use of the Service that is inconsistent with its intended purpose.

1.6 Theft of Service. You agree to notify Radiant immediately if you become aware at any time that your Service is being stolen or fraudulently used. When you call or write, you must provide your account number and a detailed description of the circumstances responsible for all charges for the Services until such time as you provide Radiant with notice of the theft or fraudulent use of the Service ACCOUNT NUMBER AND PASSWORD You are responsible for maintaining the confidentiality of your account number and/or password. You are responsible for all uses of your account, whether or not actually or expressly authorized by you.

1.7 Reassignment of Number upon Service Termination. Upon termination of the Service, Radiant may, at its sole discretion, reassign a telephone number or Direct Inward Dialing ("DID") (collectively "Number") provided to you by Radiant . You shall not obtain any rights, title or interest in the Number and the Number is not portable to other service providers. The Number is not to be used with any other device other than the Device provided by Radiant and Radiant reserves the right to change, cancel or reassign the Number at Radiant’s discretion.

1.8 Service Distinctions. You acknowledge and understand that the Service is not a telephone service. Important distinctions (some, but not necessarily all, of which are described in this Agreement) exist between telephone service and the enhanced Service offering provided by Radiant. The Service is subject to different regulatory treatment than telephone service. This treatment may limit or otherwise affect your rights of redress before any governmental telecommunications regulatory agencies.

1.9 Ownership and Risk of Loss. You are purchasing the Device and therefore, are the owner of the Device and bear all risk of loss of, theft of, casualty to or damage to the Device, from the time it is shipped and received by you.

1.10 Intellectual Property. The Service and Device and any firmware or software used to provide the Service or provided to you in conjunction with providing the Service, or embedded in the Device, and all Services, information, documents and materials on Radiant’s website(s) are protected by trademark, copyright or other intellectual property laws and international treaty provisions. All websites, corporate names, service marks, trademarks, trade names, logos and domain names (collectively "marks") of Radiant are and shall remain the exclusive property of Radiant and nothing in this Agreement shall grant you the right or license to use any such marks. You acknowledge that you are not given any license to use the firmware or software used to provide the Service or provided to you in conjunction with providing the Service, or embedded in the Device, other than a nontransferable, revocable license to use such firmware or software in object code form (without making any modification thereto) strictly in accordance with the terms and conditions of this Agreement. You expressly agree that the Device is exclusively for use in connection with the Service and that Radiant will not provide any passwords, codes or other information or assistance that would enable you to use the Device for any other purpose. If you decide to use the Service through an interface device not provided by Radiant, which Radiant reserves the right to prohibit in particular cases or generally, you warrant and represent that you possess all required rights, including software and/or firmware licenses, to use that interface device with the Service and you will indemnify and hold harmless Radiant against any and all liability arising out of your use of such interface device with the Service. You shall not reverse compile, disassemble or reverse engineer or otherwise attempt to derive the source code from the binary code of the firmware or software.

2. NON-AVAILABILITY OF EMERGENCY (911) SERVICES OR DIRECTORY ASSISTANCE SERVICES.

2.1 Non-Availability of Emergency Service or Directory Assistance. YOU ACKNOWLEDGE AND UNDERSTAND THAT THE SERVICE IS NOT INTENDED TO REPLACE OR BE A SUBSTITUTE FOR PRIMARY LINE VOICE SERVICES OR PLAIN OLD TELEPHONE SERVICE ("POTS") AND IS NOT MEANT TO PROVIDE GUARANTEED AUTOMATIC NUMBER IDENTIFICATION OR AUTOMATIC LOCATION INFORMATION CAPABILITIES ASSOCIATED WITH 911 OR E911 EMERGENCY SERVICES OR TO PERMIT ACCESS TO 411 DIRECTORY ASSISTANCE SERVICES. You agree to inform any household residents, guests and other third persons who may be present at the physical location where you utilize the Service of the non-availability of traditional 911 or E911 dialing from your Radiant Service and Device(s). Radiant will not be liable for any claim, damage, or loss, arising from the inability to contact emergency 911 services.

2.2 Alternative 911 Arrangements. You acknowledge that Radiant does not offer primary line or lifeline services. Radiant recommends that you always maintain an alternative means of accessing traditional emergency 911 services such as a POTS line or a cell phone.

3. POWER AND/OR BROADBAND SERVICE OUTAGES.

3.1 Loss of Service Due to Power Failure or Internet Service Outage. You acknowledge and understand that the Service will not function in the event of power failure. You also acknowledge and understand that the Service requires a fully functional broadband connection to the Internet (which is not provided by Radiant) and that, accordingly, in the event of an outage of, or termination of service with or by, your Internet service provider ("ISP") and/or broadband provider, the Service will not function, but that you will continue to be billed for the Service unless and until you or Radiant terminate the Service in accordance with this Agreement. Should there be an interruption in the power supply or ISP outage, the Service will not function until power is restored or the ISP outage is cured. A power failure or disruption may require the End User to reset or reconfigure equipment prior to utilizing the Service.

4. PAYMENT AND BILLING.

4.1 Billing. Call times for each call are rounded up to the next whole minute and billed in full minute increments. Per call charges are rounded up to the next whole penny. All calls for which we receive answer supervision shall incur a minimum one-minute charge. Radiant relies on answer supervision to determine whether and when a call has been answered. Answer supervision is a signal sent by the carrier connecting the call to indicate the start of call. Answer supervision is generally received when a call is answered; however, answer supervision may also be generated by voicemail systems, private branch exchanges, and interexchange switching equipment. Where no answer supervision is received, we will commence billing forty (40) seconds following dial time unless the caller has terminated the call. You must notify us in writing of any disputed charges for calls on your account within sixty (60) days of the charges or you will have waived your right to dispute the charges. Funds in your account will expire if your account has been inactive for a period of 120 days.

4.2 Payment. All Services must be prepaid with a credit card. You must provide us with a valid credit card number when the Service is activated. Radiant reserves the right to stop accepting credit cards from one or more issuers at its sole discretion. If the card expires, you close your account, your billing address changes, or the card is cancelled and replaced for any reason, you must immediately notify Radiant so that you Service is not suspended. Based upon which service plan you select, we will periodically bill your credit card for all charges and any applicable taxes. All calls are billed in minimum one-minute increments and all calls are rounded up to the next whole minute.

4.3 Billing Disputes. You must notify Radiant in writing within seven (7) days after receiving your credit card statement if you dispute any Radiant charges on that statement or such dispute will be deemed waived. Billing disputes should be sent to the following address: You must notify us in writing of any disputed charges within sixty (60) days of the charges or you will have waived your right to dispute the charges.

Radiant Solutions Corporation.

675 Cochrane Drive, East Tower, 6th Floor,

Markham, Ontario CANADA L3R 0B8

Attn: Radiant Billing

4.4 Payment. Radiant accepts payments only by credit card as set forth in Section 4.1. Your initial use of the Service authorizes Radiant to charge the credit card account number on file with Radiant , including any changed information given Radiant if the card expires or is replaced, or if you substitute a different card, for Radiant charges as set forth in Section 4.1. This authorization will remain valid until 30 days after Radiant receives your written notice terminating Radiant’s authority to charge your credit card, whereupon Radiant reserves the right to charge you any other outstanding charges and terminate the Service. Radiant may terminate your Service at any time in its sole discretion, if any charge to your credit card on file with Radiant is declined or reversed, your credit card expires and you have not provided Radiant with a valid replacement credit card or in case of any other non-payment of account charges. Termination of Service for declined or expired card, reversed charges or non-payment leaves you fully liable to Radiant for all charges accrued before termination and for all costs incurred by Radiant in collecting such amounts, including but not limited to, attorney's fees and costs.

4.5 Termination/Discontinuance of Service. Radiant reserves the right to suspend or terminate the Service at any time, with or without cause and without notice to you. If Radiant discontinues providing the Service without a stated reason, you will only be responsible for charges accrued through the date of termination, including a pro-rated portion of the final month's charges. If your Service is terminated for any stated reason, including without limitation violation of this Agreement, or because of any improper use of the Service or Device (such as, but not limited to, your attempts to hack, disrupt, or misuse the Service or your acts or omissions that violate any acceptable use policy of Radiant or of a third party provider to which Radiant is subject), you will waive the remainder of any monthly term if you have an unlimited plan.

4.6 Taxes. You are responsible for any applicable federal, state, provincial, municipal, local or other governmental sales, use, excise, value-added, personal property, public utility or other taxes, fees or charges now in force or enacted in the future, that arise from or as a result of your subscription or use or payment for the Service or Device. Such amounts are in addition to payment for the Service or Devices and will be billed to your credit card as set forth in this Agreement. If you are exempt from payment of such taxes, you shall provide Radiant with an original certificate that satisfies applicable legal requirement attesting to tax-exempt status. Tax exemption will only apply from and after the date Radiant receives such certificate.

5. WARRANTIES AND LIMITATION OF LIABILITIES.

5.1 Disclaimer of Warranties for Services. All Services provided by Radiant are provided on an "as is" basis. Radiant makes no warranty to you or any other person or entity, whether express, implied or statutory, as to the description, quality, title, non-infringement, merchantability, completeness, or fitness for a particular purpose as to the Services provided to you, all such warranties hereby being expressly excluded and disclaimed. Radiant does not warrant that the Services are error-free or will operate without packet loss or interruption nor does Radiant warrant the reliability of any connection to or any transmission over the Internet. End user assumes total responsibility and risk for use of the Services.

5.2 Limited Warranty for Device. If End User purchased the Device new from Radiant and the Device included a limited warranty at the time of purchase, End User must refer to the separate limited warranty document provided with the Device for information on the limitation and disclaimer of certain warranties. Remedies for breach of any such warranties will be limited to those expressly set forth in such documentation. If End User's Device did not include a limited warranty from Radiant at the time of purchase, End User agrees that it accepts its Device "as is" and that End User is not entitled to replacement or refund in the event of any defect. OTHER THAN WARRANTIES AS TO THE DEVICE EXPRESSLY SET FORTH IN DOCUMENTATION PROVIDED WITH THE DEVICE, RADIANT MAKES NO WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AND SPECIFICALLY DISCLAIMS ANY WARRANTY OF MERCHANTABILITY, FITNESS OF THE DEVICE FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT OR ANY WARRANTY ARISING BY USAGE OF TRADE, COURSE OF DEALING OR COURSE OF PERFORMANCE OR ANY WARRANTY THAT THE, DEVICE OR ANY FIRMWARE OR SOFTWARE IS "ERROR FREE" OR WILL MEET END USER'S REQUIREMENTS. THE FOREGOING WILL NOT BE DEEMED TO LIMIT ANY DISCLAIMER OR LIMITATION OF WARRANTY SET FORTH IN THE DOCUMENTATION PROVIDED WITH THE DEVICE.

5.3 Limitation of Liability. IN NO EVENT SHALL RADIANT , ITS DIRECTORS, OFFICERS, EMPLOYEES OR AGENTS BE LIABLE FOR ANY COSTS OR DAMAGES ARISING EITHER DIRECTLY OR INDIRECTLY FROM THE USE OF RADIANT 'S SERVICES INCLUDING WITHOUT LIMITATION ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, PUNITIVE, RELIANCE OR SPECIAL DAMAGES, OR FOR ANY LOSS OF REVENUE, PROFITS, USE, DATA, GOODWILL OR BUSINESS OPPORTUNITIES OF ANY KIND OR NATURE WHATSOEVER, ARISING IN ANY MANNER FROM ANY CAUSE OF ACTION OR CLAIM RELATING TO THIS AGREEMENT OR TO THE SERVICES PROVIDED BY RADIANT . RADIANT 'S ENTIRE LIABILITY HEREUNDER SHALL BE LIMITED TO THE PURCHASE PRICE OF THE EQUIPMENT AND SERVICES PROVIDED HEREUNDER.

5.4 Indemnification. End User agrees to defend, indemnify, and hold harmless Radiant , its officers, directors, employees and agents, from any and all claims, losses, damages, fines, penalties, costs and expenses (including, without limitation, reasonable attorneys fees) by, or on behalf of, End User or any third party or user of End User's Service, relating to this Agreement, the Services or the Device. This paragraph shall survive termination of this Agreement.

5.5 No Third Party Beneficiaries. No provision of this Agreement provides any person or entity not a party to this Agreement with any remedy, claim, liability, reimbursement, or cause of action or creates any other third party beneficiary rights.

6. GOVERNING LAW AND ARBITRATION.

6.1 Mandatory Arbitration. Any dispute or claim between End User and Radiant arising out of or relating to the Service or Device provided in connection with this Agreement shall be resolved by arbitration before a single arbitrator administered by the Canadian Arbitration Association in accordance with its Commercial Arbitration Rules. The arbitration shall take place in Toronto, Canada and shall be conducted in English. The arbitrator's decision shall follow the plain meaning of the relevant documents, and shall be final and binding. Without limiting the foregoing, the parties agree that no arbitrator has the authority to: (i) award relief in excess of what this Agreement provides; or (ii) award punitive or exemplary damages. Judgment on the award rendered by the arbitrators may be entered in any court having jurisdiction thereof. All claims shall be arbitrated individually and End User will not bring, or join any class action of any kind in court or in arbitration or seek to consolidate or bring previously consolidated claims in arbitration. END USER ACKNOWLEDGES THAT THIS ARBITRATION PROVISION CONSTITUTES A WAIVER OF ANY RIGHT TO A JURY TRIAL.

6.2 Governing Law. The Agreement and the relationship between you and Radiant shall be governed by the Canadian laws without regard to its conflict of law provisions. You and Radiant agree to submit to the personal and exclusive jurisdiction of the courts located within the province of Ontario, Canada and waive any objection as to venue or inconvenient forum. The failure of Radiant to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision. If any provision of the Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Agreement remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or the Agreement must be filed within one (1) year after such claim or cause of action arose or be forever barred.

6.3 Entire Agreement. This Agreement and the rates for Services found on Radiant 's website constitute the entire agreement between you and Radiant and govern your use of the Service, superseding any prior agreements between you and Radiant and any and all prior or contemporaneous statements, understandings, writings, commitments, or representations concerning its subject matter. No amendment to this Agreement shall be binding upon Radiant unless and until posted.

6.4 Severability. If any part of this Agreement is legally declared invalid or unenforceable, all other parts of this Agreement are still valid and enforceable. Such invalidity or non-enforceability will not invalidate or render unenforceable any other portion of this Agreement.

6.5 Changes to Terms of Service. Radiant may change the terms and conditions of this Agreement from time to time. Any changes to this Agreement will become binding on you effective on the date posted to the Radiant website and no further notice by Radiant is required. This Agreement as posted supersedes all previously agreed to electronic and written terms of service, including without limitation any terms included with the packaging of the Device.