ALODIGA™ TERMS OF SERVICE
Introduction. 2. Emergency Services - 911 Dialing. 3. Customer Service.4. Money Back Guarantee. 5. Service. 6. Length of Service. 7. Devices. 8. Fees, Taxes, and Other Charges. 9. Billing and Payment. 10. Prohibited Uses; Unlawful Uses and Inappropriate Conduct. 11. Limitation on Warranties, Remedies And Liability. 12. Indemnification and Waiver Of Claims. 13. Miscellaneous Legal Considerations. 14. Dispute Resolution and Binding Arbitration. 15. Changes to This Agreement. 16. Privacy. 17. Export Controls. 18. Copyright and Trademark; Copyright Infringement; Digital Millennium Copyright Act (DMCA) Notice.
These Terms of Service (“Terms”) constitute the agreement (“Agreement”); OPEXTEL, LLC, a Florida, USA, corporation with its office at 520 Brickell key dr, Miami, FL 33131, USA, dba “Alodiga” and its affiliates (“Alodiga™”) and the user of Alodiga's communications services and any other products or services related to Alodiga’s communications services. This Agreement governs both Alodiga’s service and any Alodiga-approved or Alodiga-provided devices used with Alodiga’s service. It applies to all lines on each Alodiga™ account. Alodiga™ is sometimes referred to in this Agreement as "we," "us," "our," or "Alodiga™" and the user is sometimes referred to as "you," "your," "user," or "customer". By subscribing to or using our service (“Service”), you agree to these Terms. All information linked to these Terms constitutes part of these Terms.
2. Pricing in General.
Rates and Prices. Prices are exclusive of all sales, use and other taxes, and government and regulatory fees. Customer is responsible for any pertinent federal, state, municipal, local or government sales, use, excise or other taxes, fees or charges as a result of Customer's subscription to Alodiga’s Service or a relevant later enacted regulation. Alodiga™ may request references and other information from Customer to establish creditworthiness. If Alodiga™ determines that Customer is not credit-worthy, Alodiga™ may request payment in advance.
Alodiga™ reserves the right to change its rates to any country, city or destination, including prices and rates for monthly plans, as well as any minimum usage amounts or additional fees, at any time with as much prior notice as is commercially reasonable, but we reserve the right to make such changes without prior notice. Any change shall be promptly posted on the Alodiga™ website at www.Alodiga.com ("Website").
Current rates and prices for our Services, as well as any minimum usage amounts and additional fees, are available to the Customer on the Website. Prices and rates shown in the Website do not include any applicable taxes or government fees. As a telecommunications provider, Alodiga™ is obligated to charge the Federal Excise Tax and Communication Taxes appropriate to each service billed to the Customer, as well as the Sales Tax to Florida residents.
Monthly recurring charges.
Residential -- Based on the plan chosen by the customer, the monthly payment for pre-paid services is published on the Website.
Business -- Based on the plan chosen by the customer, the monthly payment for post-paid services is published on the Website
All monthly recurring charges will be billed automatically to your credit or debit card, including any additional per- minute and/or per-second usage, at the beginning of each month. If Alodiga™ can not collect the amount billed o the credit or debit card, Alodiga™ reserves the right to cancel the Service at our sole discretion.
Alodiga™ charges a one time non-refundable activation charge plus applicable taxes and government fees to set up any new account, regardless of the plan chosen. Costs of shipping and handling of any physical equipment (such as the voice-over Internet Protocol (“VoIP”) adapter) will be charged to the customer at this time also. Additionally, Alodiga™ will charge the prorated amount of the monthly recurring charge for the days remaining in the current month when the service was ordered. If Alodiga™ can not collect the sum of these initial payments, the VoIP adapter (and/or any other necessary equipment) will not be sent to the customer, and service will not be activated.
In addition to monthly recurring charges, customers are required to prepay additional seconds or minutes used for long distance or international calling, based on our current rate table as published on the Website. The price-per-minute and price-per-second varies by destination. The current rates will be posted publicly on the Website, and Alodiga™ reserves the right to change the rates at any time, with such notice as we are reasonably able to provide.
Customers can cancel the Service at any time with no penalties. The Service will, however, remain activated through the end of the month already paid for by the customer. Additional usage while the account remains activated will be billed and charged on the customer's credit or debit card, even if the customer incurs such usage after the cancellation date. No credits or refunds will be provided for the remaining days of the month of termination, unless the customer is returning the service and equipment during the first 30 days of subscribing to the Service, as explained below.
30-day Money-back, Risk-free Guarantee.
Customers that do not like the Service offered can cancel the Service within the first 30 days of their subscription to obtain a full refund of the activation and monthly recurring charge. To obtain this refund, the VoIP adapter must be returned in perfect working and aesthetic condition, with no scratches or any other kind of damage. No refunds will be made for shipping and handling charges.
2. Emergency Services - 911 Dialing.
2.1 911 Dialing.
Alodiga™ 911 dialing is different from traditional 911 service. Basic 911 service is available immediately from your Alodiga™ IP Phone. This service is for emergency calls only. Non-emergency 911 calls will be charged at $120 per call.
2.2 Alodiga™ 911 Disclosure Agreement.
Click here to see the current form of the Alodiga™ 911 Disclosure Agreement.
3. Customer Service.
We offer varying types and levels of customer service depending on a number of factors, including the service you are using and the problems you are experiencing. For more information on our customer service, please review the "Help" section of our Website at www.Alodiga.com. We assume no obligation to provide support services for any third-party products or services, or for problems with our Service caused by third-party products or services. Unless you have entered into a separate services agreement with us, we may change the customer service options at any time.
4. Money Back Guarantee.
We offer a money-back guarantee if you terminate your Service within 30 days from your subscription date. The subscription date is the date you order Service or the date we successfully process your payment, whichever is later. It is not the day you receive the equipment you ordered or the first day you use the Service.
4.1 Alodiga™ reserves the right to discontinue or revoke our 30-day money-back guarantee at any time, without prior notice, but we will include notice promptly on our Website.
5.1 Service Distinctions.
Our service is not a telecommunications service, and we provide it on a “best efforts” basis. There are important distinctions between a telecommunications service and our Service. Our Service is subject to different regulatory treatment from a telecommunications service. This treatment may limit or otherwise affect your rights of redress before regulatory agencies. Our Service requires a high-speed broadband connection. Events beyond our control may affect our Service, such as power outages, fluctuations in the Internet, your underlying ISP or broadband service, or maintenance. We will act in good faith and on the basis of reasonable commercial timetables to minimize disruptions to your use of and access to our Service.
5.2 Residential Use of Service and Device.
If you subscribe to one of our residential service plans, we provide you with Service and the VoIP device solely for normal residential, non-commercial use. If you subscribe to a service plan which permits use of more than one device with the same voice line, the basis for assessing such use will not change.
5.3 Small Business Plans.
If you subscribe to any of Alodiga's small business plans (for example Business kit, Virtual phone office), we provide our service and the device to you solely for use as a small business user or domestic business traveler. If you subscribe to Business kit, Virtual phone office, you are responsible for supplying, operating, and supporting the standard SIP based Customer Premise Equipment for use with the Service. As the subscriber and operator or administrator of this equipment, you are responsible for maintaining the security of the equipment, including but not limited to the physical and network security elements of your device.
5.4 “Inconsistent with Normal Use.”
If you use the Service or the device in a way that is inconsistent with the normal use for your Service or plan, you will be required, at Alodiga's sole discretion, to pay the rates for the Service or plan that applies to the way you actually use the Service or device, or to terminate the plan. For example, if you subscribe to one of our residential service plans, and you are notified that your usage is inconsistent with normal residential use, you may thereafter be required to pay our higher commercial service rates for all periods in which your use of our Service or the device was inconsistent with normal residential use.
Alodiga™ may determine in our discretion the level of usage that indicates possible fraudulent usage or other wrongful conduct, and we reserve the right to take appropriate action, such as suspending long distance communication. In this regard, if a customer reaches the limit of usage established on the account, and thus warrants our taking protective measures, the customer might have to wait until the next billing period (or make a payment) in order to reestablish its outgoing long distance communication.
Usage amounts exceeding 1,500 minutes per line per month for unlimited residential calling will not be considered “normal use.” The creation or use of related multiple accounts or excessive residential lines to circumvent these levels will also be considered inconsistent with normal use. Usage above these levels, or other activity which is inconsistent with “normal use,” may result, in Alodiga's sole discretion, in immediate mandatory transfer to another appropriate plan, suspension or termination of service. You acknowledge and agree that if your Service is terminated under this provision, you are subject to all applicable termination charges. For a list of examples of uses of our Service inconsistent with “normal residential use,” click here.
5.5 No “O”+ or Operator Assisted Calling;
Our Service does not support 0+ or operator assisted calling, including, without limitation, collect calls, third party billing calls, 900, or calling card calls. Our Service may not support “311,” “511,” and other” x11” services in one or more service areas. Our Service does support specified dialing such as 911 and 411, which are provided for elsewhere in these Terms of Service.
5.6 No Directory Listing.
The phone numbers you obtain from us will not be listed in any telephone directory. However, any phone numbers you transfer from your local phone company may be listed.
5.7 Incompatibility With Other Services.
(a) Non-Voice Equipment Limitations. You acknowledge and agree that our Service may not be compatible with other non-voice communications equipment, including but not limited to home security systems, medical monitoring equipment, certain versions of TiVO, satellite television systems, PBX, Centrex, other private telephone networks, or computer modems. You waive any claim against Alodiga™ for interference with or disruption of these services and equipment, as well as any claim that Alodiga™ is responsible for any disruption to your business, if applicable.
(b) Certain Broadband, Cable Modem, and Other Services.
You acknowledge and agree that our Service presently is not compatible with AOL cable broadband service and certain versions of TiVO. There may also be other services with which our Service may be incompatible. Some providers of broadband service may provide modems that prevent the transmission of communications using our Service. We do not warrant that our Services will be compatible with all broadband services and expressly disclaim any express or implied warranties regarding the compatibility of our Service with any particular broadband service.
You will be asked to create a password to gain access to your account information on-line or when contacting an Alodiga™ agent by phone. You agree to keep all passwords and account information confidential and are solely responsible for any liability or damages resulting from your failure to maintain that confidentiality, and for all activities that occur under your password. You must immediately notify us if you suspect any breach of security, such as loss, or unauthorized disclosure or use of your password and account.
5.9 Changes to Service Plans.
Your Service plan includes terms and conditions such as monthly service allowances and features, and the charges associated with those allowances and features, all as described in the materials made available to you on your subscription date. You acknowledge that your service plan is also subject to these Terms. Our Service is also subject to our business policies, practices and procedures, which we can change at any time without notice. Unless otherwise prohibited by applicable law, we can also change the terms and conditions of your service plan (such as features and prices) at any time, with or without prior notice. If we do give you notice, it may be provided on your account web page or monthly bill, in a newsletter, in a mailing, by e-mail, or other communication permitted under applicable law.
6. Length Of Service.
6.1 Service Term.
We provide our Service to you indefinitely. Your service term refers to the period of time for which we will bill you periodically in advance (for example, one month or one year). The service term is the term that you selected from the options available when you sign up for our Service. You can change you service plan by contacting Alodiga™, unless you committed to a specific plan as part of a promotional or plan benefit. Your first service term begins on the subscription date, which is the date you first ordered Service or the date we successfully process your payment, whichever is later. It is not the day you receive the equipment you ordered or the first time you use the Service. Your Service will continue until canceled by you or by us as provided for herein. Please note that the obligations of this Agreement begin on your subscription date and are indefinite.
6.2 Automatic Renewal.
Your Service term automatically renews for the same term unless you call us to cancel your Service before the end of your then current Service term. The renewal begins on the day after the last day of your Service term.
6.3 Other Commitments.
If you made a commitment to a service plan as part of a promotional or plan benefit (such as an equipment upgrade, a free month of service, free installation, a rebate, or other incentive), unless otherwise specified in the offer you received, your commitment begins on the earlier of the day that you use the new equipment/plan or accept the promotion or benefit. We will disclose the length of the commitment as part of the promotion or plan.
6.4 Our right to disconnect.
We have the right to suspend or discontinue service generally, or to disconnect your service, at any time. In addition, we reserve the right to immediately disconnect your service at any time without notice if you infringe any clause of this document.
6.5 Fees upon disconnection.
(a) Disconnection by you. If you attempt to disconnect your Service before the end of your current Service term, you will be responsible for all the charges for your current term, including unbilled charges, plus any disconnection fee. In addition, if you disconnect Service that is based on a commitment before the end of the commitment, you agree to pay us the applicable recovery fee.
(b) Disconnection by us without a stated reason. If we discontinue service generally, or disconnect your Service without a stated reason, you will be responsible only for the charges that have accrued through the date of the disconnection, including a pro-rated portion of the final Service term charges, plus any recovery fees.
(c) All charges owed by you at the time of disconnection will be immediately payable. We will pursue collection for unpaid amounts on disconnected accounts and may report these unpaid amounts to credit bureaus.
6.6 Number Transfer or "Port" on Service Disconnection.
(a) Single line Accounts. You may be able to take, or "port," your current number to another service provider. If you ask your new service provider to port a number from us, and we receive your request from the new service provider, we will terminate our Service for that number upon successful completion of the port. Once your Service is terminated and the port is completed, you will remain responsible for all charges and fees through the end of that billing cycle, including any cancellation fees. If a port is unsuccessful for any reason, your Service and your Agreement with us will not terminate, you will remain an Alodiga™ customer, and you will continue to be responsible for all charges and fees associated with your Alodiga™ Service.
(b) Multiple-line Accounts. If you request your new service provider to port a number from us and you have multiple numbers assigned to your account and/or additional devices such as the Softphone on your account, you are required to inform us of your intent to terminate all the Services on your account prior to the successful completion of the requested port; or we will select the most appropriate billing plan for any remaining numbers and/or devices on your Alodiga™ account, and you will continue to be responsible for all the charges and fees associated with the remaining services on your Alodiga™ account. Once the port of the requested number is completed, you will remain responsible for all Alodiga-related charges and fees through the end of that billing cycle, including any cancellation fees applicable to the ported number.
6.7 Termination of Service.
In order to terminate your Service, you must contact our Customer Care Department, via telephone. Our Account Management Department is available to assist you Monday-Friday 9:00 a.m. – 7:00 p.m. Eastern Time. Please note that simply returning your device to us, without notifying our Customer Care Department that you wish to terminate Service and without receiving a return authorization number from us, will not terminate your Service; and you will remain responsible for all costs and fees associated with your account.
7.1 All device returns are subject to the return policy of the retail provider of the device and are not eligible for our money-back guarantee. We will not accept any device returned to us from a retail customer.
(b) Limited Warranty from Alodiga™ for retail customers only. We will provide a limited warranty on the device only for manufacturing defects for a period of 1 year from your subscription date. This retail customer limited warranty does not apply to any defect or failure other than a manufacturing defect. Without limiting the generality of the warranty, it does not apply to any defect caused by damage in transit, retailer handling, or your handling of your device. Some States do not allow limitations on how long an implied warranty lasts; so the above limitation may not apply to you. For returns subject to this retail customer limited warranty, the following conditions must be satisfied:
We receive your device, in its original condition, reasonable wear and tear excluded, together with the original packaging, all parts, accessories, and documentation.
Before returning your device to us, and within 1 year from your subscription date, you need to obtain a valid return authorization number from our Customer Care Department. You are also responsible for paying all costs of shipping your device back to us.
7.2 Devices received from us.
(a) Limited Warranty. Except as set forth in these Terms, if you received a device from us and the device included a limited warranty from another person (such as the manufacturer) at the time you received it, you should read the separate limited warranty document you got with the device for information on the limitation and disclaimer of certain warranties. We will provide a limited warranty on the device only for manufacturing defects for a period of 1 year from your subscription date. This limited warranty applies in place of the limited warranty included with the device only if the included limited warranty is less favorable to you than this warranty. Some States do not allow limitations on how long an implied warranty lasts; so the above limitation may not apply to you.
(b) Repair or replacement. Your only remedy for any breach of any limited warranty or other breach of any duty regarding a device is to obtain a repaired or replacement device by following our return procedures.
(c) Service Cancellation. If you cancel your Service within the money-back guarantee period, you may obtain a credit for the amount paid for the device, if you return your device to us according to the money-back guarantee conditions.
(d) Receipt of damaged devices. If you receive cartons or devices that are visibly damaged, you must note the damage on the carrier's freight bill or receipt and keep a copy. You must also keep the original carton, all packing materials, and parts in the same condition in which you received them from the carrier. You must then contact our Customer Care Department
(e) Ownership and Risk of Loss. You will own your device and bear all the risk of loss, theft, or damage. Your assumption of these risks begins at the time we ship your device to you and continues until the time we receive it back from you according to this Agreement.
7.3 Tampering with the Device.
You may not change the electronic serial number, equipment identifier, encryption keys or other authentication or technical data of your device, or perform a factory reset of your device, without first obtaining our written consent.
7.4 Prohibited Devices.
You are prohibited from using Alodiga™ Services with any devices other than Alodiga-approved devices received from retailers or from us.
Other than express warranties for the device in the documentation that comes with your device and the retail customer limited warranty in this Agreement, following the term of the limited warranty we make no warranties of any kind, express or implied, and specifically disclaim, following the term of the limited warranty, any warranty of merchantability, fitness of the device for a particular purpose, title or non-infringement, 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 associated therewith is "error free" or will meet your requirements. This section does not limit any disclaimer or limitation of warranty in the documentation provided with your device. Device warranties do not apply to Business kit, Virtual phone office customers. This warranty gives you specific legal rights, and you may also have other rights which vary from one legal jurisdiction to another.
8. Fees, Taxes, and Other Charges.
8.1 Fees and charges.
We will publish on our Website the fees and charges that Alodiga™ collects from you. These fees and charges may change from time to time. We may introduce new products and services at special introductory pricing, which may vary from the fees and charges we otherwise collect. At our discretion, we may change introductory pricing. Where required by law, we will send notification of invoices to your email address on file with us. We reserve the right to bill you more frequently than stated in your plan of Service if you owe us more than $75.
8.2 Billing increments.
We bill usage charges in full-second or full-minute increments, according to your Service plan. We round partial minutes up to the next full minute, unless we state otherwise in the rate schedules on our Website. We bill fractional usage charges in full cents. We round up cents when the value is $.001 or more, unless we state otherwise in the rate schedules on our Website.
Federal, State and local governments may assess taxes, surcharges, or fees, or all of these, on your use of our Service. These charges may be a flat fee or a percentage of your Alodiga™ charges and may change without notice. These charges are based on the rates applicable to the physical address you provide to us. You are responsible for all such taxes, fees, or charges for our Service or your device. These amounts are in addition to the payment to Alodiga™ for your Service or devices. We will bill these charges to your payment method according to the terms in this Agreement. If you are exempt from payment of any of these taxes, you must provide us with an original certificate that satisfies the legal requirements attesting to tax-exempt status. Tax exemption will only apply from the date we receive your certificate.
TAXES ON YOUR BILL.
Taxes may differ by state and/or municipality. Additionally, the type of service being provided can also affect the amount of tax on your bill.
State Communications Services Tax.
State Communications Services Tax is levied on all long distance calls and local service, as well as some services and features that can vary by your state. For Florida, this combined tax includes a state sales tax rate of 6.8% plus a gross receipts tax rate of 2.37%, for a combined State Communications Services tax rate of 9.17%.
State Tax on Equipment.
Equipment that has either been purchased or leased may be subject to state sales tax. The current Florida sales tax rate is 6%, plus any additional discretionary surtax, which varies by county.
Local Communications Services Tax.
Local governments may collect tax from product purchases and from telecommunication service use, which may include equipment, installation and maintenance, as well as local and long distance service. Each local taxing jurisdiction may levy its own local tax rate on communications services. While the state and gross receipts tax rates stay fairly constant, local tax rates can change frequently.
Gross Receipts Tax.
Gross Receipts Tax is a tax on total revenue and must be paid by telephone companies. Pursuant to Chapter 203, Florida Statutes, a tax is imposed on gross receipts from utility services that are delivered to retail customers in Florida. As mentioned above, for Florida customers the gross receipts tax is integrated into the State Communications Services Tax.
Universal Service Fees.
Certain telecommunication services are subject to a Universal Service Fund (“USF”) Fee. This rate is established by the Federal Communications Commission (“FCC”), and the proceeds are used to support telecommunication services to low-income families, local schools, libraries and health care providers in your community. This rate is variable and typically changes quarterly. The USF applies to state-to-state and international calls and is also assessed on local service in the form of a per-line charge. Recently, the FCC has subjected bundled VoIP services to USF charges.
8.4 Payphone Charges.
If you use our "Toll Free" access or feature, or any toll free feature that we offer in the future, we will recover from you any charges imposed on us either directly or indirectly for toll free calls made to your number. We may recover these amounts by means of a per-call charge, rounded up to the next cent, or in any other way we decide is appropriate for the recovery of these costs.
8.5 Charges for Directory Calls (411).
We will charge you $0.99 for each call you make to Alodiga™ directory assistance, except to the extent that such calls are expressly included in the fee for an Alodiga™ service plan that you have selected.
8.6 Activation Fee.
We will charge you a one-time activation fee of $29.99 for residential accounts and any other activation fee that may apply to the particular features or service that you select.
8.7 Disconnection Fee (Does Not Apply to Business kit, Virtual phone office customers).
You will be charged a disconnection fee of $39.99 per voice line if your service is disconnected, subject to state and local laws. After 2 years following your subscription date, this disconnection fee is waived.
8.8 Recovery Fee.
If you prematurely disconnect Service before the end of the commitment period, you agree to pay us the applicable “recovery fee.” A recovery fee is equal to the difference between the price you paid and the regular price of the good, service, or other benefit you received. Any recovery fees are cumulative and are in addition to any other amounts you may owe us, including any disconnection fees.
8.9 No Credit Allowances or Refunds for Prepaid Service Plan Customers.
Subject to our money-back guarantee and law, we will neither credit nor refund any service fees or any other amounts you pay for any prepaid service plans.
8.10 No Credit for Non-Usage or Misdialing.
Neither non-usage of the Service nor misdialing while using the Service entitle you to a credit for, or refund of, any portion of a payment made to us.
9. Billing and Payment.
We will bill you for each term of Service. When you subscribe to our Service, you must give us a valid email address and a payment method that we accept. We reserve the right to stop accepting your payment method or your payments. You must advise us at once if your payment method expires, you close your account, your billing address changes, your email address changes, or your payment method is cancelled and replaced on account of loss or theft. Except for usage-based charges, we will bill in advance to your payment method all charges, fees, taxes, and surcharges for each service term. We will bill monthly, as “due immediately,” usage-based charges and any other charges which we decide to bill as due immediately. Bills will be sent to the email address on record.
When you subscribe to our service, you authorize us to collect from your payment method. This authorization will remain valid until 30 days after you terminate our authority to charge your payment method. We will then charge you any disconnection fee and any other outstanding charges and disconnect your service.
If we disconnect your service, you will remain liable to us for all charges under this Agreement and all costs we incur to collect those charges, including, without limitation, collection agency fees, reasonable attorney fees, and arbitration or court costs.
You agree to update your account information promptly whenever your personal or billing information changes (including, for example, your name, address, e-mail address, telephone number, and credit/debit card number and expiration date). You acknowledge and agree that Alodiga™ will be sending you information regarding your service, including via e-mail, over the Internet. If notices are sent by us to the last email address provided by you, you agree that we have provided sufficient email notice, and you waive any right to assert failure of notice.
You understand that it is difficult for us to distinguish between credit and debit cards. You agree to waive your rights under Regulation E to receive 10 days advance notice from us regarding the amount that we will debit from your account. While we may send you messages about your billing from time to time, we are not obligated to do so. We may change or cease our messages at any time without notice to you.
9.5 Billing Disputes.
If you want to dispute any Alodiga™ charges on your statement, you must notify us within 7 days after you receive your statement from your bank or credit card issuer. If you do not dispute the charges within 7 days, you waive any right to contest the charges.
10. Prohibited Uses; Unlawful Uses and Inappropriate Conduct.
10.1 Lawful purposes only.
You may use our Service and your device only for lawful, proper and appropriate purposes. You may not use our Service or your device in any way that is illegal, improper or inappropriate. For an illustrative list of examples of illegal, improper or inappropriate uses of our Service and/or devices, click here.
You understand and agree that we may monitor your use of our Service for violations of this Agreement. We may remove or block all communications if we suspect a violation of this Agreement, or if we think it is necessary to do so in order to protect our Service, Alodiga™, its parent, affiliates, directors, officers, agents, and employees from harm.
10.3 Providing information to authorities and third parties.
If we believe that you have used our Service or your device for an unlawful purpose, we may forward the relevant communication and other information, including your identity, to the appropriate authorities for investigation and prosecution. You consent to our forwarding of any such communications and information to these authorities. In addition, we may disclose your name, telephone number, credit card information, and other personal information, any communications sent or received by you, and any other information that we may have about your account, including but not limited to, types of service, length of service, MAC address(es), IP address(es), email address(es), registered 911 address, and all other account information, as follows:
(i) in response to valid law enforcement or other governmental agency requests;
(ii) as required by law, regulation, rule, subpoena, search warrant, or court order;
(iii) as necessary to identify, contact, or bring legal action against someone who may be misusing the Service, the device, or both;
(iv) to protect Alodiga's rights and property; or
(v) in emergency situations where disclosure of such information is necessary to protect Alodiga™ customers (including you) or third parties from imminent harm.
10.4 Use of Service and Device by Customers Outside the United States.
Although we encourage you to use our Service to call foreign countries from the United States and to use our Service as you travel, the Services are only offered and supported in the United States. Our Service is designed to work generally with unencumbered high-speed internet connections. However, if the high-speed internet connection you are using is not within an Alodiga™ service area, or your ISP or broadband provider places restrictions on using VoIP services, we do not claim that they will allow you to use our Service. You will be solely responsible for any violations of local laws and regulations or violations of ISP and broadband provider terms of service because of your use of our Service.
10.5 No Transfer of Service.
You may not resell or transfer your Service or your device or provide a telephone service to anyone else by using your Alodiga™ Service or features of your Alodiga™ Service, without first obtaining our written consent to do so.
10.6 No Alterations or Tampering.
If you copy or alter, or have someone else copy or alter, the firmware or software of the device in any way that facilitates a compromise of your Service, you are responsible for any charges that result. You may not attempt to hack or otherwise alter or disrupt our Service or make any use of our Service that is inconsistent with its intended purpose.
10.7 Theft of Service.
You may not obtain or use our Service in any manner that avoids Alodiga™ policies and procedures, including in any illegal or improper manner. You will notify us immediately, at 1-8009543211, if your device is stolen or if you believe that your Service is being stolen, fraudulently used, or otherwise being used in an unauthorized manner. When you notify us of one of these events, you must provide your account number and a detailed description of the circumstances of the theft, fraudulent use, or unauthorized use of the Alodiga™ Service. If you fail to notify us in a timely manner, we may disconnect your Service and levy additional charges on you. Until you notify us, you will be liable for all use of our Service using a device stolen from you and any stolen, fraudulent, or unauthorized use of our Service whether or not it involves a stolen device.
10.8 Unauthorized Usage of Device; Firmware or Software.
Except as otherwise stated for Business kit, Virtual phone office customers, you understand and agree that you have not been granted any license to use the firmware or software we use to provide our Service, or that we provide to you in providing our Service, or that is embedded in your device, other than a nontransferable, revocable license to use the firmware or software in object code form (without making any modification to it) strictly according the terms and conditions of this Agreement. You also agree that you will use your device exclusively for our Service. We will not provide any passwords, codes, or other information or assistance that would enable you to use your device for any other purpose. We reserve the right to prohibit the use of any interface device that we have not provided to you. You warrant that you possess all required rights, including software or firmware licenses, or both, to use any interface device that we have not provided to you. You may not reverse-compile, disassemble, reverse-engineer, or otherwise attempt to derive the source code from the binary code of the firmware or software.
11. Limitation on Warranties, Remedies And Liability.
11.1 As is services.
You agree that our services are provided "as is," except to the extent provided below.
11.2 No Warranties on Service.
We make no warranties, express or implied, including but not limited to any implied warranties of merchantability, fitness of the Service or device for a particular purpose, title or non-infringement or any warranty arising by usage of trade, course of dealing or course of performance. In addition, we do not warrant that the Service or device will be without failure, delay, interruption, error, omission, degradation of voice quality, or loss of content, data, or information. Neither Alodiga™ nor its officers, directors, employees, affiliates or agents, or any other service provider or vendor who furnishes services, devices, or products to the customer for our Service will be liable for unauthorized access to our or your transmission facilities or premises or equipment or for unauthorized access to, or alteration, theft, or destruction of, a customer's data files, programs, procedures, or information through accident, fraudulent means, devices, or any other method, regardless of whether such damage occurs as a result of Alodiga's or its service provider's or vendors' negligence. Statements and descriptions concerning our Service or device, if any, by Alodiga™ or Alodiga's agents or installers are informational and are not given as a warranty of any kind.
11.3 Device Warranties and Limitations (See Section 7).
11.4 No Credit Allowances for Interruption of Alodiga™ Service.
We will not give you credit for any interruption of Alodiga™ Service, including international calling services.
11.5 Limitation of Liability.
We will not be liable for any delay or failure to provide Service, including 911 Dialing, at any time; or for any interruption or degradation of voice quality.
11.6 Disclaimer of Liability for Damages.
In no event will Alodiga™, its officers, directors, employees, affiliates or agents or any other service provider who furnishes services or devices to you in connection with our Service, be liable for any damages, including but not limited to personal injury, wrongful death, property damage, loss of data, loss of revenue or profits, or damages arising out of or in connection with the use or inability to use a device or the Service, including inability to access emergency service personnel through the 911 dialing service or to obtain emergency help. These limitations apply to claims founded in breach of contract, breach of warranty, product liability, tort, and any and all other theories of legal liability. These limitations apply whether or not we were informed of the likelihood of any particular type of damages.
Some legal jurisdictions do not allow the exclusion or limitation of incidental or consequential damages; so the above limitation or exclusion may not apply to you.
11.7 Disclaimer of 911 Liability.
Basic 911 service is available immediately from your Alodiga™ IP Phone. This service is for emergency calls only. Non-emergency 911 calls will be charged at $120 per call.
We disclaim all responsibility for the conduct of local emergency response centers and the national emergency call center. We do not have any control over any local emergency response center or the national emergency call center. Therefore, we are not responsible for whether they answer calls using our 911 dialing service, how they answer these calls, or how they handle them. We rely on third parties to assist us in routing 911 dialing calls to local emergency response centers and to the national emergency calling center. We are neither liable nor responsible if the data used by a third party to route calls is incorrect or produces an erroneous result. Neither Alodiga™ nor its officers, affiliates or employees may be held liable for any claim, damage, loss, fine, penalty, cost, and expense (including, without limitation, attorney fees) by, or on behalf of, you or any third party or other user of our Service, relating to our Service, including, without limitation, 911 Dialing or your device.
Alodiga™ Provides 911 Because Your Safety Is Important.
At Alodiga™, we provide a safe and reliable means of communication in times of emergency. Alodiga™ 911 Dialing service operates differently from traditional 911, and because your safety is important to us, we will require you to fill out a short form during the sign-up process that tells us the physical address where you will be using your Alodiga™ Service.
Most of our customers (other than WiFi and Softphone customers) have access to either basic 911 or Enhanced 911 (“E911”) service. With E911 service, when you dial 911, your telephone number and registered physical address are simultaneously sent to the local emergency center assigned to your location, and emergency operators have access to the information they need to send help and call you back if necessary.
Customers in locations where the emergency center is not equipped to receive your telephone number and address have basic 911. With basic 911, the local emergency operator answering the call will not have your call-back number or your exact location; so you must be prepared to give them this information. Until you give the operator your phone number, he/she may not be able to call you back or dispatch help if the call is not completed or is not forwarded, is dropped or disconnected, or if you are unable to speak. As additional local emergency centers become capable of receiving our customers' information, Alodiga™ will automatically upgrade our customers with basic 911 to the more advanced E911 service. Alodiga™ will not necessarily give you specific notice of this upgrade.
Certain customers do not have access to either basic 911 or E911. If you don't have access to basic 911 or E911, your 911 call will be sent to the Alodiga™ national emergency call center. A trained agent at the emergency call center will ask for the name, telephone number and location of the customer calling 911, and then contact the local emergency center in order to send help. Examples of situations where 911 calls will be sent to the Alodiga™ national emergency call center include when there is a problem validating a customer's address, the customer is identified with an international location, or the customer is located in an area that is not covered by the landline 911 network. In addition, if you use a WiFi or SoftPhone, due to the portable nature of these devices, your 911 calls will be routed to the Alodiga™ national emergency call center. Emergency personnel do not receive your phone number or physical location when your 911 call is routed to the Alodiga national emergency call center.
You must register with Alodiga the physical location where you will utilize Alodiga phone service (Service) for each phone line. Also note that if you move your device to another location, you must register your new location – it's easy – just log into the features section of your Online Account and follow the instructions. If you do not register your new location, any 911 call you make may be sent to an emergency center near your old location. You will register your initial location of use when you subscribe to the Service. This process can take several hours, and you will receive a confirmation email once 911 dialing has been activated for your initial location or for a newly registered location. Regardless of what address you register for a WiFi or SoftPhone, emergency calls you make from these devices will be routed to the Alodiga™national emergency call center.
Remember that our 911 Dialing service will not function in the event of a broadband or power outage, or if your broadband, ISP or Alodiga™ phone service is terminated.
11.8 Limit on total liability.
You understand and agree that our total liability to you under this Agreement will not exceed the service charges for the affected time period. Alodiga™ will not be responsible for third-party fees or charges, including but not limited to, banking fees, overdraft fees, cellular phone or other wireline charges, technician charges, or other similar charges.
12. Indemnification and Waiver of Claims.
You agree to defend, indemnify, and hold harmless Alodiga™, its officers, directors, employees, affiliates and agents, and any other service provider who furnishes services to you for our Service, from any and all claims, losses, damages, fines, penalties, costs, and expenses (including, without limitation, attorney fees) caused by, or on behalf of, you or any third party or user of our Service, relating to our Service, including, without limitation, 911 dialing or your device(s), or use of our Service by you or others using your account (whether or not such usage is expressly authorized by you).
12.2 Waiver of Claim or Causes of Action.
You waive all claims or causes of action arising from or relating to our 911 dialing service unless the claims or causes of action arise from our gross negligence, recklessness, or willful misconduct.
You are liable for all liability that may arise from the content transmitted to any person, whether or not you authorize it, using your Service or device(s). You promise on behalf of you and anyone who uses your Service that all your and their content will comply at all times with all laws, regulations, and written and electronic instructions for using our Service and the device.
12.4 Account Information.
You are liable for all liability that may arise from your failure to provide us with true, accurate, current and complete information about yourself, and/or to maintain and promptly update such information. If you provide any information that is, or we have reasonable grounds to suspect is, untrue, inaccurate, misleading, not current or incomplete, we may suspend or terminate or refuse any and all current or future use of the Service, or any portion thereof.
13. Miscellaneous Legal Considerations.
13.1 Governing Law.
This Agreement shall be construed, interpreted and enforced in accordance with, and shall be governed by, the laws of the State of Florida applicable to agreements entered into and to be wholly performed therein. In the event of any conflict between any provisions hereof and any applicable laws to the contrary, the latter shall prevail, but this Agreement shall be deemed modified only to the extent necessary to remove such conflicts, and the surviving provisions hereof will be interpreted so as nearly as possible to effect the original intentions of the Parties. Only the courts (state and federal) sitting in Miami-Dade County, Florida will have jurisdiction of any controversies regarding this Agreement; any action or other proceeding which involves such a controversy will be brought in those courts and not elsewhere, and the Parties hereby waive any objection they may otherwise have to jurisdiction and venue of such courts, including objections raised on the basis of forum non conveniens. Notwithstanding the foregoing, however, because this Agreement relates to a transaction in interstate commerce, the Federal Arbitration Act ("FAA"), and not state arbitration law, shall govern the interpretation and enforcement of the arbitration provisions (and only those provisions) in Section 14 below.
13.2 No Waiver of Rights.
Our failure to exercise or enforce any right or provision which we may enjoy under this Agreement will not constitute a waiver of said right or provision. Alodiga™ reserves all of its rights at law and equity to proceed against anyone who uses services or devices illegally or improperly. Unless otherwise stated, all determinations by Alodiga™ under these Terms, and our exercise of rights hereunder, are made and done in our sole and absolute discretion.
The provisions of this Agreement that by their sense and context are intended to survive the termination or expiration of this Agreement shall so survive.
13.4 No Third Party Beneficiaries.
If you are not a party to this Agreement, you do not have any remedy, claim, liability, reimbursement, or cause of action under it. This Agreement does not create any third party beneficiary rights.
13.5 Legal Age.
You promise that you are of legal age to enter into this Agreement, and that you have read and understand fully its terms and conditions.
13.6 Entire Agreement.
This Agreement, including any future modifications to its terms, and the rates for services found on our Website, constitute the entire agreement between you and Alodiga™. This Agreement governs your use of our Service and the use of our Services by members of your household, your guests and employees. This Agreement supersedes any prior agreements between you and Alodiga™. It also supersedes all prior or contemporaneous statements, understandings, writings, commitments, or representations concerning its subject matter.
If any part of this Agreement is legally declared invalid or unenforceable, all other parts of this Agreement will remain valid and enforceable, and the remaining provisions of this Agreement will be interpreted so as nearly as possible to effect the original intentions of the Parties. Invalidity or non-enforceability of a specific provision will not invalidate or render unenforceable any other portion of this Agreement.
14. Dispute Resolution and Binding Arbitration.
It is important that you read this entire section carefully. This section provides for resolution of disputes through final and binding arbitration before a neutral arbitrator instead of in a court by a judge or jury.
Alodiga™ and you agree to arbitrate any and all disputes and claims between you and Alodiga™. Arbitration means that all disputes and claims will be resolved by a neutral arbitrator instead of by a judge or jury in a court. This agreement to arbitrate is intended to be given the broadest possible meaning under the law. It includes, but is not limited to: disputes and claims arising out of or relating to any aspect of the relationship between you and Alodiga™, whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory; disputes and claims that arose before this or any prior agreement (including but not limited to claims relating to advertising issues); disputes and claims that may arise after the termination of this Agreement; disputes and claims that are currently the subject of individual litigation; disputes and claims that are currently the subject of purported class action litigation in which you are not a member of a certified class; and disputes and claims concerning the scope of this arbitration provision. References to "Alodiga™," "us" and "you" include our respective subsidiaries, affiliates, agents, employees, predecessors in interest, successors and assigns, as well as all authorized or unauthorized users or beneficiaries of the Service under this Agreement or any prior agreements between you and Alodiga™.
14.2 Informal Resolution of Disputes.
Our Customer Care Department can resolve most customer concerns quickly and to the customer's satisfaction. If you have a dispute or claim against us, you should first contact the Alodiga™ Customer Care Department . In the event your dispute or claim is not resolved to your satisfaction, you may seek to have that dispute or claim resolved as set forth below.
14.3 Formal Notice of Disputes.
If either you or Alodiga™ intends to seek arbitration, we agree to abide by the following procedures:
(A) A Notice of Dispute to Alodiga™ must be sent by you to Alodiga™:
(1) by certified mail addressed to: “Alodiga™”, or
(B) A Notice of Dispute to you must be sent to you:
(1) by certified mail at the last physical mailing address that you registered with Alodiga™; or
(2) by email addressed to you at the last email address you registered with Alodiga™.
(C) The Notice of Dispute must
(1) describe the nature and basis of the dispute or claim; and
(2) set forth the specific relief sought.
(D) If you and Alodiga™ do not reach a mutually acceptable agreement to resolve the dispute or claim within thirty (30) days after the Notice of Dispute is received, you or Alodiga™ may commence an arbitration proceeding. You may download or copy a form to initiate an arbitration proceeding from the AAA website: http://www.adr.org/si.asp?id=2062. The amount of any settlement offer previously made by you or Alodiga™ shall not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or Alodiga™ is actually entitled.
14.4 Arbitrator and Arbitral Rules.
14.5 Location and Procedure of Arbitration.
You and Alodiga™ agree that the laws of the State of Florida, United States of America, without regard to its principles of conflict of laws, will govern these Terms and any dispute of any sort that might arise between you and Alodiga™. Unless you and Alodiga™ mutually agree otherwise, all hearings conducted as part of the arbitration shall take place at a location that is located in, or as near as possible to, the City of Miami, Florida, USA. If the amount at issue between you and Alodiga™ is $10,000 or less, you or Alodiga™ may require, at the unilateral option of either Party, that the arbitration be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the AAA Rules. If the amount at issue is in excess of $10,000, the right to a hearing will be determined by the AAA Rules.
14.6 Fees and Costs.
All fees and costs of any arbitration between us shall be shared equally, or as otherwise required by AAA Rules.
14.7 Waiver of Jury Trial.
You and Alodiga™ agree that, by entering into this Agreement, you and Alodiga™ are waiving the right to a trial by jury.
14.8 Waiver of Class Actions.
You and Alodiga™ agree that the arbitrator may award relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party's individual claim. You and Alodiga™ further agree that you and Alodiga™ may bring claims against the other only in your or its individual capacity, and not as a plaintiff or class member in any purported class or representative proceeding. You and Alodiga™ agree that, unless you and Alodiga™ agree otherwise, the arbitrator may not consolidate more than one person's or entity's claims, and may not otherwise preside over any form of a representative or class proceeding. Despite §13.7 or any other provision in this Agreement to the contrary, if this specific “Waiver of Class Actions” provision, or any portion thereof, is found to be unenforceable, then the entirety of this dispute resolution and binding arbitration provision (Section 14) shall be null, void and of no effect as between you and Alodiga™.
14.9 Statute of Limitations:
You must contact us within one (1) year of the date of the occurrence of the event or facts giving rise to a dispute (except for billing disputes which are subject to section 9.5 of the agreement), or you waive the right to pursue a claim based upon such event, facts, or dispute.
14.10 Exceptions to Arbitration Agreement:
You and we agree:
(a) you may take your dispute to small claims court in Miami-Dade County, Florida, USA, if your dispute qualifies for hearing by such court;
(b) if you fail to timely pay amounts due, we may assign your account for collection, and the collection agency may pursue in court claims relating to the collection of the past due debt and any interest or cost of collection permitted by law or under this Agreement.
(c) you or we may take any disputes over the validity of any party's intellectual property rights to a court of competent jurisdiction sitting in Miami-Dade County, Florida, USA;
(d) any dispute related to or arising from allegations associated with fraudulent or unauthorized use, theft, or piracy of service may be brought in a court of competent jurisdiction sitting in Miami-Dade County, Florida, USA; and
(e) either you or we may seek any interim or preliminary relief from a court of competent jurisdiction and venue, necessary to protect the rights or property of you or Alodiga™, pending the completion of arbitration.
14.11 Modification of Arbitration Provision.
Despite §15 or any other provision in this Agreement to the contrary, if Alodiga™ makes any substantive change to this arbitration provision, you may reject any such change and require Alodiga™ to adhere to the language in this provision.
15. Changes to This Agreement.
We may change the terms and conditions of this Agreement from time to time and provide notice of the change on our Website. By subscribing to our Service, you agree that we may provide to you by use of electronic communications required notices, agreements, and other information concerning Alodiga™, including changes to this Agreement. We may give you notice of a change by posting the change on the home page of Alodiga.com, on your account web page or monthly bill, in a newsletter, by email, on the relevant web page of the applicable service, or by other permitted communication. Such notices will be considered given and effective on the date posted. These changes will become binding on you on the date they are posted, and we are not required to give you further notice in order for you to continue using our Service. By continuing to use the Service after revisions are in effect, you accept and agree to all revisions. If you do not agree to the changes, you must terminate your Service immediately. Termination charges will not be applicable to termination of Service due to increases in price or other material changes if your account is in good standing and you call us to terminate within 30 days after posted notice of the change. When posted, the provisions of this Agreement supersede all previously agreed to electronic and written terms of service, including, without limitation, any terms included with the packaging of your device. The provisions of this Agreement also supersede any written terms provided to retail customers with retail distribution, including, without limitation, any written terms in the packaging of your device. If you want to withdraw your consent to receive notices electronically, you must discontinue your use of Alodiga™ Services. If you continue to use our Service, doing so will constitute your acceptance of any changes.
(a) You authorize us:
(i) to investigate and/or review your credit history, including requesting a consumer report, both when you sign up for our Service and at any time after you sign up, for any purpose, including but not limited to your initial qualification for an account, your continued compliance with the terms of your account and general customer base evaluation purposes not specifically associated with your account; and
(ii) to share credit information about you with credit reporting agencies. Upon your request we will inform you whether or not we have requested a consumer report, and if a report was requested, the name and address of the consumer reporting agency that furnished the report; and
(b) In addition, if you receive Alodiga™ Visual Voicemail, whether as part of a plan that you have selected or as part of a trial, you authorize us to share your voicemails with human operators.
17. Export Controls
You agree to comply fully with all relevant export laws and regulations of the United States, including but not limited to the U.S. Export Administration Regulations, administered by the Department of Commerce, Bureau of Industry and Security. You also expressly agree that you shall not export, directly or indirectly, re-export, divert, or transfer any portion of our Service or any direct product to any destination, company, or person restricted or prohibited by U.S. export controls.
18. Copyright and Trademark; Copyright Infringement; Digital Millennium Copyright Act (DMCA) Notice.
18.1 Our Website content, our materials, services, logs, service marks and trademarks are protected by trademark, copyright, or other intellectual property laws, and international treaty provisions. Infringement by you may result in civil or criminal laibility.
18.2 Third parties may make materials available using our service.
Third parties are not within our control. We do not review the content posted on our Service to see if it includes illegal or impermissible content, nor are we under any obligation to conduct any review. However, we respect the copyright interests of others. It is our policy not to permit material which we know infringes another party's copyright to remain on our Service. If you believe any material on our Service infringes a copyright in which you have an interest, you should give us written notice. Click here to see what information must be included in your notice and where your notice should be sent.
Your notice should at a minimum contain the following information:
(i) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
(ii) identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
(iii) identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;
(iv) information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted;
(v) a statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
(vi) a statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. All DMCA notices should be sent to our designated agent as follows: Alodiga™ Legal Department, 520 Brickell Key Dr., 0-207 Miami, FL, 33131 Attn: Customer Affairs Fax: 1-7862725909