Terms
(" Solitran Inc ") shall provide, and the named customer shall purchase from Solitran
Inc, the services described ("Services" or “Service” as the context may dictate) in this
Phone Services Agreement (“Agreement”).
1. DEFINITIONS. For the purposes of this Agreement, the following definitions apply:
Customer: The person, firm, corporation or other entity that orders or uses Services and
is responsible for compliance with all Customer obligations set forth in the Agreement,
including the duty to pay for Services. End User: Any person that receives or uses
Solitran Inc services, irrespective of whether such person or entity is authorized by the
Customer to receive or use Services. “End User” shall also mean any person or entity
Customer or its carrier Customer provides telecommunications and/or related services
using, in part, Services provide by Solitran Inc. Hosted Voice Service: Digital Phone
Services and features offered by Solitran Inc. Service Order: A document which
identifies the type of Service to a Customer, including but not limited to the following:
quantity and type of service; location served, Point of Termination, protocols, service
term, service date.
2. SCOPE. This Agreement provides rate stability for the Services described herein.
The Agreement will be governed by the laws of the State of NY and the applicable rates
in this Agreement. Additional terms and conditions may be associated with specific
Services. Solitran Inc reserves the right to unilaterally amend all terms and conditions
in response to regulatory changes beyond the control of Solitran Inc that materially
alter the feasibility or economics of the Services provided. Enhanced or information
Services purchased under this Agreement may be provided by Solitran Inc or a
corporate affiliate at Solitran Inc's sole discretion. Any costs associated with modifying
or reprogramming Customer's equipment to make it compatible with Solitran Inc
provided Service will be the responsibility of Customer.
3. TERM. Unless otherwise specified, the term of this Agreement shall commence the
date of execution of the Agreement, or if earlier, on the Service activation date (the
"Effective Date"). Service plans having a defined term automatically renew for
successive equivalent terms at pricing then existing at the time of renewal, unless
Solitran Inc or Customer provides written notice of termination at least 30 days prior to
the end of the current term or prohibited by law. Customers who decline term plan
renewal but retain <BLANK> Service will be converted automatically to a month-to-
month agreement at the end of the current term. Month-to-month customers may not be
entitled to prior term-plan pricing or discounts.
4. CHARGES AND EXPENSES OF COLLECTION. Solitran Inc records shall
document Customer's Service location(s), quantities, and monthly recurring local rates
stabilized under this Agreement, as well as the applicable one-time charges for initial
installation, discounts or credits, which are incorporated into this Agreement by
reference. In addition to the monthly charge(s), the Customer will pay federal and state
end user common charges that would be applicable to comparable services obtained
from the incumbent local exchange carrier; federal, state and local use, excise, sales
and privilege taxes; applicable surcharges related to universal service programs,
emergency telephone service (911/E911) and telecommunications relay service for the
hearing impaired; pay phone surcharges; and other similar surcharges for required
programs. Solitran Inc shall not be responsible for wrong numbers made to Customer's
toll-free number. All costs and expenses, including but not limited to costs, reasonable
attorney fees, and service charges, incurred by Solitran Inc in collecting payment will
be an expense of and charge to Customer. Customer agrees to pay each bill in full by
the payment due date. Late payment charges will be billed at 1.5% per month, five
dollars ($5), or the maximum lawful rate allowable under applicable state law, whichever
is higher.
Prices for the services do not include any custom duties, sales, use, value added,
excise, federal, state, local, public utility, universal services or other similar taxes. All
such taxes shall be paid by customer and will be added to any amounts otherwise
charged to customer.
If charges are unpaid for any reason including, but no limited to, non-payment, Solitran
Inc may suspend services and customer will incur a late of $5 dollars, or 5% of the
outstanding balance whichever is greater.
Returns & Adjustments. Any defective equipment may be returned to Solitran Inc which
will replace defective equipment at no additional cost. Client may cancel service with
written 30-day notice with a detailed explanation for canceling. Solitran Inc is not
obligated to refund an unused portion of the monthly payment upon cancellation. If
customer has prepaid for the duration of their term, Solitran Inc will refund unused
premium minus cancellation fees. This will be provided to the customer 30 days after
cancellation.
5. REFUND & RETURN POLICY.
Refunds for service is figured on a case-by-case basis.
Contact Us If you have any questions on how to return your item to us, contact us @
6469932442 or SUPPORT@SOLITRAN.COM.
6. DIRECTORY LISTING. For Hosted Voice Service, Customer's name, address,
telephone number and any other information listed on the Agreement are certified as
correct by the Customer, and it is understood and agreed that Customer's white page
directory listing will appear using that information. It is Customer's sole responsibility to
inform Solitran Inc in writing of any change in the information, including telephone
number or address, at least 90 days prior to the local telephone directory issue date,
which will be provided to Customer upon request. Solitran Inc assumes no liability
whatsoever for (a) any telephone numbers published or distributed by Customer prior to
confirmation that the number is installed and terminating properly or that the Service is
connected to the proper facilities, or (b) errors in the listing due to directory publishing
errors or omissions. Customer releases Solitran Inc from any damages for any error,
including listing omissions, related to a directory listing.
7. 911. Customer will provide accurate End User name and address information for the
purpose of updating the E-911 Database. If the End User address provided on a
Service Order does not convert to a valid Master Street Address Guide (also known to
as the "MSAG") address for the End User locality, Solitran Inc will notify Customer and
stop all processing of the order until Customer provides an MSAG-compatible address.
Customer assumes all responsibility for the accuracy of the End User data that
Customer provides to Solitran Inc for entry into the E-911 Database. Customer shall
indemnify and hold Solitran Inc harmless from any claims, damages, or suits related to
the accuracy of data provided by Customer for inclusion in the E-911 Database.
Customer will provide (and update as necessary) Solitran Inc with accurate information
related to E-911 Service, including, but not limited to: location of individual telephone
stations and a description of Customer's facilities, equipment and software for the
Services. Based upon the information supplied by Customer, Solitran Inc will provide
the Services and advise the appropriate agencies as required. Customer acknowledges
and understands that access to emergency services through 911 and E911 calls is
limited and not guaranteed. Customer acknowledges and understands that the Hosted
Voice Services supports E911 (where available) and that access to emergency service
is available only if the service is operated from the service location of record and then
only if subscriber has an active connection to the service. Subscriber acknowledges and
understands that if there is a service outage (even related to extended power outages)
for any reason, such outage may prevent all Hosted Voice Services, including 911
dialing. Customer also acknowledges that it will take Solitran Inc up to 30 days to get
the correct address information to E911 Database and that during that time the E-911
Database may have the wrong address information. Customer will indemnify and hold
Solitran Inc, its affiliates, directors, officers, employees and agents from and against all
claims, demands, actions, causes of action, damages, liabilities, losses and expenses
(including SOLITRAN.COM reasonable attorney fees) incurred as a result of any act or
omission, representation or statement by Customer, its affiliates, directors, officers,
employees or agents related to E-911 services. Customer is responsible for notifying
Solitran Inc of any change to the location or address related to any Solitran Inc
Hosted Voice Service as outlined in this section. It is also Customer's responsibility to
regulate the E-911 number for each service, phone system, feature or extension.
8. CALLER ID. Customer warranties that they will only use Outbound Caller ID (the
number the will be displayed to the receiving party when you make an outgoing call) for
numbers that they own or have expressed written consent to represent. Customer will
indemnify and hold Solitran Inc, its affiliates, directors, officers, employees and agents
from and against all claims, demands, actions, causes of action, damages, liabilities,
losses and expenses (including reasonable attorney fees) incurred as a result of any act
or omission, representation or statement by Customer, its affiliates, directors, officers,
employees or agents related to Caller ID Services. Customer is responsible for notifying
Solitran Inc of any change with caller ID. It is also Customer's responsibility to regulate
the Caller ID number for each service, phone system, feature or extension. Solitran Inc
may, in its sole and absolute discretion, deny use of Caller ID information provided by
Customer for any reason.
9. RECORDING. Client agrees not to use recordings for illegal or fraudulent purposes.
Customer understand and agrees that it is familiar with all local, state, and federal laws
and regulations regarding calling, recording, and receiving of calls, and agrees to
comply with those laws and regulations. Solitran Inc waives all liabilities from customer,
and its agents and or representatives for failure to comply with these laws and
regulations. Visit http://www.rcfp.org for information about recording in your state.
Customer has sole and exclusive responsibility regarding confidential, private, or
privileged calls, recordings, or other data or information created or accessible on or
through the Services. Solitran Inc shall have no responsibility, legally or otherwise, for
any information, recordings, calls, material, or data created or accessible on or through
the Services. Customer shall indemnify and hold Solitran Inc, its affiliates, directors,
officers, employees and agents from and against all claims, demands, actions, causes
of action, damages, liabilities, losses and expenses (including reasonable attorney fees)
incurred as a result of any act or omission, representation or statement by Customer, its
affiliates, directors, officers, employees or agents related to this paragraph
10. SERVICE GUARANTEE FOR VOICE AND SPECIFIED DATA SERVICES. Hosted
Voice Service are subject to a Service Guarantee. Any customer may terminate the
Services covered by our Service Guarantee if Solitran Inc is not able to rectify the
issue after three completed service orders. In that case, Customer agrees: to pay
Solitran Inc for Services actually received; to repay to Solitran Inc the pro-rated
portion of any credits, discounts or waived installation costs for custom equipment or
special installations received; and to reimburse Solitran Inc for the costs of any
equipment installed and not returned in "good as new" condition.
11. DEFAULT & TERMINATION. After the initial Guarantee period, either Customer or
Solitran Inc may terminate this Agreement during a term only for any uncured material
breach of the terms of this Agreement (“Cause”) after giving 30 days prior written notice
with no further obligations. Prior to any party having ability to terminate for Cause, a
party shall first be required to give written notice to the breaching party of any alleged
material breach and allow 30 days for the breaching party to cure such breach. If
Solitran Inc terminates this Agreement WITH CAUSE or Customer terminates this
Agreement WITHOUT cause, and moves service to another provider, Customer shall
pay applicable early termination charges. For termination prior to installation of Service
and after execution of this Agreement, early termination charges shall be those
reasonable expenses incurred by Solitran Inc through the date of termination. If there
is termination after activation of Service, Customer shall be obligated to pay an early
termination charge of 50% of the last three months' average billing multiplied by the
number of months remaining in the term of the Agreement; to pay Solitran Inc for
Services actually received; to repay Solitran Inc for any credits, discounts, or waived
installation costs received in anticipation of a long-term Agreement; and to reimburse
Solitran Inc for the reasonable costs it incurred in setting up Customer's Service
(including the costs of any equipment installed and not returned in "as new" condition).
Customer agrees that Solitran Inc’s damages for early termination would be difficult to
determine, and the termination charge(s) constitutes a reasonable estimate of
appropriate liquidated damages and that such is not intended as a penalty. Month-to-
month agreements may be terminated on 30 days' written notice to Solitran Inc using
Solitran Inc’s Cancellation Form. In the event customer cancels services in writing
charges for services will stop billing at the end of the billing period in the month services
were canceled. In all cases where this Agreement is terminated, and Customer is using
telephone numbers originally assigned by Solitran Inc, Customer understands and
agrees that those telephone numbers will not be released to another service provider
until all undisputed charges owing to Solitran Inc are paid.
12. EQUIPMENT. Upon default, termination, or cancellation of this Agreement, for any
reason, Customer agrees to return all equipment to Solitran Inc in a prompt and timely
manner, all equipment not returned and in good and clean cosmetic and working order
will be charged full original retail value for such equipment. Unless otherwise provided
for herein, all equipment provided by Solitran Inc shall remain the sole and exclusive
property of Solitran Inc.
13. DOWNTURN IN BUSINESS CLAUSE. If Customer requires fewer lines during the
term of this Agreement and does not move services to another provider, or moves
outside the providing area of Solitran Inc, Customer will be obligated to pay through the
end of the current billing cycle for any canceled numbers, plus a $30 per-line
cancellation fee. Cancellation requests must be in writing via email to
support@solitran.com or by calling us at 646-993-2442 specifying numbers to be
canceled and the date on which the lines are to be canceled and accepted and
confirmed by Solitran Inc. No billing will cease nor will charges be terminated until such
time as the cancellation form has been accepted and acknowledged by Solitran Inc.
The billing cycle is from the 1st to the last calendar day of each month.
14. SERVICE SUSPENSION/MAINTENANCE. Solitran Inc may from time to time
suspend Service for routine maintenance or rearrangement for a short period of time.
Whenever possible, Solitran Inc will give Customer advance notification. In no event
shall Solitran Inc be liable for special or consequential damages or for lost profits of
any kind.
15. LIMITATION OF LIABILITY. Solitran Inc's ENTIRE LIABILITY AND CUSTOMER'S
EXCLUSIVE REMEDY AGAINST Solitran Inc FOR THE FAILURE OF ANY
SERVICES PROVIDED UNDER THIS AGREEMENT, OR THE PERFORMANCE OR
NON-PERFORMANCE OF ANY OBLIGATION UNDER THIS AGREEMENT, SHALL
BE LIMITED TO A REFUND OF THE AMOUNTS PAID TO Solitran Inc DURING THE
PERIOD OF TIME (IN EXCESS OF FOUR HOURS) THAT THE SERVICES
CONTRACTED BY CUSTOMER FROM Solitran Inc WERE INTERRUPTED OR NOT
PROVIDED AS REQUIRED. IN NO EVENT SHALL Solitran Inc BE LIABLE FOR
SPECIAL OR CONSEQUENTIAL DAMAGES, OR FOR LOST PROFITS OF ANY
KIND, WHETHER OR NOT Solitran Inc HAS BEEN ADVISED OF THE POSSIBILITY
OF SUCH DAMAGES. Solitran Inc MAKES NO WARRANTIES REGARDING ANY
PRODUCTS OR SERVICES PROVIDED OR INSTALLED ON CUSTOMERS BEHALF,
BUT Solitran Inc SHALL, WHEN POSSIBLE, ASSIGN TO solitran.com CUSTOMER
THE BENEFITS OF ANY WARRANTIES OR SIMILAR PROTECTIONS PROVIDED TO
Solitran Inc BY ITS VENDORS OR SUPPLIERS. REMEDIES UNDER THIS
AGREEMENT ARE EXCLUSIVE AND LIMITED TO THOSE EXPRESSLY DESCRIBED
HEREIN.
16. NO WARRANTIES. THERE ARE NO WARRANTIES, EXPRESS OR IMPLIED,
INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY OR
FITNESS FOR A PARTICULAR PURPOSE.
17. FORCE MAJEURE. If performance by Solitran Inc of any obligation under this
Agreement is prevented, restricted or interfered with by causes including without
limitation failure or malfunction of Customer-supplied equipment, acts of God,
explosions, vandalism, cable cut, storms, fires, floods, or other catastrophes, power
failure, national emergencies, insurrections, riots, wars, strike, lockouts, boycotts,
terrorism, work stoppages, or other labor difficulties, or any law, order, regulation or
other actions of any governmental authority, agency, instrumentality, or of any civil or
military authority, then Solitran Inc shall be excused from such performance on a day-
to-day basis to the extent of such restriction or interference. Solitran Inc shall use
reasonable efforts under the circumstances to avoid or remove such causes of
nonperformance with reasonable dispatch.
18. ADDITIONAL PROVISIONS. This Agreement will not be assignable by Customer
without the prior express written consent of Solitran Inc. The Agreement, including any
addenda, and any product-specific terms and conditions, constitutes the entire
understanding between Customer and Solitran Inc with respect to Services provided
herein and supersedes any prior agreements or understandings. If any part of a
provision of this Agreement is invalid or unenforceable said part shall be ineffective to
the extent of such invalidity only, without in any way affecting the remaining parts of said
provisions of this Agreement. In addition to any provisions that by their nature would
survive, above sections shall survive termination, cancellation or expiration of this
Agreement. A waiver of a breach of any term of this Agreement will not be considered a
waiver of a further breach of the same term, or a waiver of a breach of any other term.
19. MISCELLANEOUS. The laws of the State of NY shall govern this Agreement. The
parties expressly submit to the exclusive personal jurisdiction of the state courts located
within <BLANK> County, State of NY This Agreement shall not be construed for or
against either party, and no rule or presumption against the drafter shall be employed.
All paragraph headings in this Agreement are for convenience only and shall not be
considered as having any legal effect. If a dispute arises out this Agreement, then the
prevailing party will be entitled to reasonable attorney fees and costs.
20. ACCEPTABLE USE POLICY. Customer hereby acknowledges that Customer has
read, and is familiar with, Solitran Inc's Acceptable Use Policy ("AUP") attached hereto
and incorporated by this reference. Customer hereby acknowledges that any violation of
the AUP by Customer shall entitle Solitran Inc to terminate or suspend the Services
provided hereunder to customer.
Privacy Policy
This privacy policy discloses the privacy practices for “WEBSITE”. This privacy
policy applies solely to information collected by this web site. It will notify you of
the following:
> What personally identifiable information is collected from you through the web
site, how it is used and with whom it may be shared.
> What choices are available to you regarding the use of your data.
> The security procedures in place to protect the misuse of your information.
> How you can correct any inaccuracies in the information.
Information Collection, Use, and
Sharing
We are the sole owners of the information collected on this site. We only have
access to/collect information that you voluntarily give us via email or other direct
contact from you. We will not sell or rent this information to anyone.
We will use your information to respond to you, regarding the reason you
contacted us. We will not share your information with any third party outside of
our organization.
Unless you ask us not to, we may contact you via email in the future to tell you
about specials, new products or services, or changes to this privacy policy.
Your Access to and Control Over
Information
You may opt out of any future contacts from us at any time. You can do the
following at any time by contacting us via the email address or phone number
given on our website:
> See what data we have about you, if any.
>Change/correct any data we have about you.
>Have us delete any data we have about you.
>Express any concern you have about our use of your data.
Security
We take precautions to protect your information. When you submit sensitive
information via the website, your information is protected both online and offline.
Wherever we collect sensitive information (such as credit card data), that
information is encrypted and transmitted to us in a secure way. You can verify
this by looking for a closed lock icon at the bottom of your web browser or looking
for “https” at the beginning of the address of the web page.
While we use encryption to protect sensitive information transmitted online, we
also protect your information offline. Only employees who need the information to
perform a specific job (for example, billing or customer service) are granted
access to personally identifiable information. The computers/servers in which we
store personally identifiable information are kept in a secure environment.
Updates
Our Privacy Policy may change from time to time and all updates will be posted
on this page.
If you feel that we are not abiding by this privacy policy, you should contact us
immediately via telephone at MAIN CUST SERV # or via email at MAIN
CONTACT EMAIL.
Fax: 845-272-9009
Vantiv Worldpay Merchant Support: 888-208-7231
Vantiv Worldpay IQ Online Access: 800-472-3164
Copyright © All Rights Reserved
Solitran, Inc. is a registered ISO of Fifth Third Bank, N.A, Cincinnati, OH, USA
646-993-2442
411 Theodore Fremd Ave Suite 206
Rye, NY 10580