Terms and Conditions applicable to the provision of Logic TV Limited (“Logic”) services as appropriate:
Definitions
In this Agreement, the following terms shall have the meanings indicated:
“Agreement” means this Agreement including the service order forms completed by Customer and such amendments as may from time to time be made in accordance with these terms.
“Card” means the debit or credit card that you provide to Logic in connection with the Services.
“Charges” means the charges, fees and other amounts payable by Customer to Logic as set forth in this Agreement.
“Commencement Date” means the date the Service is available for use by Customer.
“Customer” means the individual using Services provided by Logic and agreeing to the terms and conditions on the Service order form. The term “Customer” shall include “you” and “your”.
“Equipment” means any hardware supplied by Logic or for use in connection with the Services.
“Logic” means WestTel Limited (trading as Logic) a limited liability company incorporated under the laws of the Cayman Islands with its registered office at 40 Linwood Street, P.O. Box 2503, George Town, Grand Cayman KY1-1104.
“Service” means such services including long distance, internet access, broadband, television, telephone, local access or any other service Customer specifies in the service order form(s) provided through Logic’s network system and any other services provided by Logic. “Service” also includes the particular terms of services set forth in Schedule 1 to these Terms and Conditions, which Schedule 1, for greater certainty, forms part of these Terms and Conditions and is incorporated herein by reference.
The Service; Acceptance by Customer; Credit Check.
Logic agrees to provide the Service to you on a commercially reasonable basis, subject to the terms and conditions set forth in this Agreement, which shall take effect from the earlier of the date that Logic accepts your completed Service order form or from the Commencement Date. Logic reserves the right to require credit checks, credit references and/or security deposit(s) prior to activation of the Service, if in Logic’s sole discretion, it is deemed appropriate. Customer agrees that Logic shall be permitted to use Customer’s personally identifiable information in connection with such credit checks and references.
Installation of Equipment or Telecommunications Link
If you arrange for the selection, installation, operation, and maintenance of any necessary telecommunications equipment and link between your site and Logic’s telecommunications network, Logic shall accept no responsibility for the through transmission of signals or for the quality of or defects in signals sent or received by such equipment or link. Logic shall not be responsible for testing, certifying or inspecting your or any third party’s equipment and shall not be responsible if such equipment becomes obsolete or requires modification due to changes in Logic’s equipment, network or operations. Inasmuch as such equipment or link will be provided by a third party telecommunications service provider, you acknowledge and agree that Logic shall have no liability whatsoever to you for any loss, cost or damage (including, without limitation, any special, direct, indirect or consequential damages) related in any way to a failure of deficiency in the installation or use of such telecommunications equipment or link.
If you request Logic to install your Service, you hereby authorize Logic or its authorized contractors to use any existing equipment in any manner necessary to install the relevant Service in a location or locations requested by you. You hereby grant Logic the right to enter upon and over the premises at reasonable times at the address indicated on the Service order form (if applicable) at any time during this Agreement to install, connect, disconnect, inspect or alter the Service facilities. If you are not the owner of such premises, you agree to defend, indemnify and hold Logic harmless from any and all claims of the owner or any third party arising out of the performance of this Agreement.
Term of this Agreement
This Agreement shall commence from the earlier of the date that you sign the Service order form (if applicable) or from the Commencement Date and shall continue in full force and effect unless terminated in accordance with this Agreement. At the end of the initial term, this Agreement shall automatically renew for additional one (1) year terms, unless terminated in accordance with Section 9 or any other applicable Section of this Agreement.
Fees and Charges; Changes; Late Payment Fees
Billing and Payments.
Non-recurring charges such as set up, activation and installation fees, and equipment charges, will be included in your first bill.
Your first bill for Service may include pro-rated charges for a partial monthly period prior to the beginning of your first monthly billing cycle.
Monthly Service recurring charges will be billed one month in advance; any usage charges will be billed in arrears.
Upon termination you will be charged for the pro-rated number of days for which you had the Service in the billing cycle and, if applicable, you will receive a credit for any balance of payments for Services billed in advance.
Monthly bills shall be sent to you at the address designated by you to Logic. It is your responsibility to keep Logic up to date with your most current contact information. This requirement is to ensure the correct presentation of monthly bills and continuation of Service. Failure of Customer to receive bills does not constitute a valid reason for non-payment of bills.
If you enroll in Logic’s Paperless Billing Program, you will no longer receive a paper bill. Instead each month you will receive an email notifying you that your bill is available online for viewing. You agree to notify Logic immediately of any changes in your email address.
Billing for the Services shall commence upon the Commencement Date. All payments for Charges should be in cleared funds and received by the payment due date. You shall be responsible for all Charges incurred on and billed to your account with Logic, whether with or without your knowledge and consent, therefore you are advised to take all such steps necessary to safeguard access to the Service to prevent unauthorized or fraudulent use.
Should you dispute any amount set forth in the invoice, you shall be required to send written notice to Logic within forty five (45) days of the date of the invoice, otherwise, the invoice will be deemed accepted by you as correct. Logic will investigate the matter and notify you of its findings, which findings shall be conclusive. Should you wish to dispute the invoice after 45 days, Logic may charge a reasonable fee for carrying out such an investigation. If, following such an investigation, Logic finds that your account was in fact incorrect, that fee will be returned to you. Customers accept all Charges not properly disputed within the stated time frame and are expected to pay all undisputed Charges in accordance with this Agreement. Customers will also be responsible for all debt collection, legal and other charges incurred by Logic in attempting to recover all overdue amounts.
Upon the establishment of your account with Logic, you will be asked to provide us with your valid credit/debit card (“Card”) number in order to activate the Service. You hereby authorize us to charge and place a hold on your Card with respect to any unpaid charges for Service or any related equipment, including the Equipment (if applicable). You authorize the issuer of the Card to pay any and all amounts described herein without requiring a signed receipt. You authorize us to continue to attempt to charge and/or place holds with respect to all sums described herein, or any portion thereof, to your Card, until such amounts are paid in full. You agree to provide us with updated Card information upon our request and any time the information you previously provided is no longer valid. You acknowledge and agree that neither Logic nor any of its affiliated companies will have any liability whatsoever for any non-sufficient funds or other charges incurred by you as a result of such attempts to charge, and/or place holds on your Card.
When payment is made by your Card, payment will also be subject to the terms and conditions established by your Card issuer. Invoices not paid by the end of the month shall be subject to a late payment charge of $10 or 1.5% of the outstanding monthly balance, whichever is greater. Further, you will be charged accordingly, if payment to Logic by a Card or by any other non-cash method is rejected for any reason. Customers are advised that payments made at an ATM or online, following receipt by Logic or at any drop box location, will take at least three (3) business days to register on Customer’s account. A business day for these purposes is defined as Monday to Friday between 9.00am and 5.00pm, not including days during which commercial banks in the relevant jurisdiction are closed for business. To avoid late fees or a possible interruption of service, Customers should ensure that they pay their bills in accordance with the rules and regulations of their bank if paying their bills online or using an ATM, and in accordance with this Agreement for all payments.
If payment by a Card or other non-cash method is rejected for any reason, Logic also reserves the right to continue to provisioning of the Service on a prepaid basis only or to impose a credit limit on your account with respect to usage Charges (billed and unbilled) as is reasonable in the circumstances. Logic may suspend the Service if you exceed such credit limit, until Logic has received in full payment of the outstanding Charges.
In the event that your account is fifteen (15) days or more overdue, Logic reserves the right to deactivate the account.
Logic reserves the right to revise its published rates of Charges applicable to the Service from time to time. Notice of any change may be sent by email, fax or mail and shall be deemed sufficient if printed on or separately included with your monthly invoice. Your continued use of the Service shall constitute your acceptance of any such changes.
Ownership of Logic Equipment and Reasonable Access
You agree that any Logic equipment installed or provided at your premises, including but not limited to the Equipment, unless otherwise stated, shall remain the property of Logic and must be returned to Logic in good condition at the time of termination of this Agreement. Risk of loss or damage to the Equipment, however caused, shall pass to you upon delivery of the Equipment and shall remain with you until the Equipment is returned to Logic in good working order on termination or expiration of this Agreement. You will take reasonable care with the Equipment and may not sell, lease, mortgage, transfer, assign or encumber the Equipment. You agree not to relocate the Equipment without our prior written consent. You agree to promptly pay Logic the replacement cost of any lost, stolen, unreturned or damaged Equipment. You authorize Logic and its authorized representatives to enter or have access to your premises as necessary at mutually agreed upon times to install, maintain, inspect, repair, remove, replace, investigate, protect, modify, upgrade or improve the operation of our services, the Equipment or our facilities or networks. If any of your Services or accounts have been terminated, then you authorize Logic and its authorized representatives to enter or have access to your premises to disconnect the Services, as applicable. If the Equipment is lost or damaged, you will be held responsible for repairs and/or replacement of the Equipment.
Customer Warranties and Representations
You hereby represent and warrant to Logic as follows:
that the Service will only be used for lawful purposes and the transmission of any material or information arising from the use of the Service will not violate any applicable law or regulation of the Cayman Islands or any other jurisdiction;
that the Service will not be used in any manner to access Logic’s computer installations for any purpose other than obtaining the Service in accordance with the terms and conditions of this Agreement; and,
that you are at least eighteen (18) years of age.
Termination; Suspension of Service
Either party may terminate this Agreement, by giving written notice to the other party at least thirty (30) days prior to the end of the existing term unless terminated as provided for herein.
Logic may, at its absolute discretion and without notice effectively immediately suspend or terminate the Service:
if you fail to pay any Charge or other amount due hereunder;
should Logic in its sole opinion, determine that activity has occurred which constitutes inappropriate or unlawful use of the Service, interferes with Logic’s telecommunications network or equipment;
if directed by lawful authority to do so; or
if you otherwise commit a breach of any term of this Agreement.
If you order Service subject to a term period and if Service is discontinued prior to the end of that term period, you shall pay an early termination charge equal to fifty percent (50%) of the total monthly charges for the Service, multiplied by the number of months remaining in the term period; provided, however, that no charges, other than those due up to the time Service is terminated, will apply if,
you terminate Service due to Logic being in default hereunder; or
Logic terminates the Service due to any reason other than Customer being in default hereunder.
All outstanding Charges shall become immediately due and payable upon suspension or termination of the Service.
Should the Service be suspended or terminated for any reason and should Logic subsequently agree, in its sole discretion, to reinstate the Service, you shall be required to pay the reconnection fee (if any), in addition to any other amounts due and owing at the time of reinstatement of the Service. Logic may choose not to restore the Service unless satisfied that there will be no repetition of the circumstances giving rise to the suspension of Service.
Service Upgrading
In order to provide future improvements and/or upgrade the Service, Logic reserves the right to effect changes to the rule of operation, accessibility and security procedures, and the provision, type and location of the Service, Logic resources, administration, features and network functionality.
Disclaimer of Warranties, Force Majeure and Limitation of Liability
LOGIC PROVIDES NO WARRANTY EXPRESS OR IMPLIED AS TO THE SERVICE, THE LOGIC TELECOMMUNICATIONS NETWORK, ANY RELATED SOFTWARE, HARDWARE OR EQUIPMENT, QUALITY OF TRANSMISSIONS, CONNECTIVITY INCLUDING WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTIBILITY OF FITNESS FOR A PARTICULAR PURPOSE OR SUITABILITY.
Logic does not warrant or guarantee the level of transmission service performance or speed. Logic shall not be liable for any direct, indirect, consequential or economic loss, loss of business opportunity or loss of data, or for any kind of loss of any kind whatsoever which Customer may suffer arising under or in connection with this Agreement or the performance thereof, whether based on breach of contract, breach of warranty, fraudulent use or intrusion of Logic’s services, negligence or any other liability.
Logic shall not be liable for any loss, liability, or damage resulting from any failure or interruption of signal, delay in the performance of or is unable to perform or performs contrary to any part of its obligations under this Agreement due to any circumstances beyond its control, including but not limited to failure of the signal at the transmitter from any cause whatsoever, acts of war, terrorism, civil unrest, sabotage, labour difficulties, natural disasters, accidental current being carried over or through the facilities and equipment, power failure, embargo, unavoidable catastrophe, explosion, act of a Governmental Agency or military authorities or courts, unusual delay by other service providers, or circumstances of any kind beyond the control of Logic, and Logic has used all commercially reasonable efforts to prevent and minimize the impact of all events causing such delay, then Logic shall be excused from the performance of such obligations to the extent that the performance is prevented, hindered or delayed by such causes and shall not be liable under this Agreement during the period and to the extent of the inability to perform.
Without limiting the provisions of this section 12, you agree that should Logic be found liable under this Agreement, liability shall be limited to the maximum aggregate of the Charges paid to Logic by you during the twelve month period immediately preceding the date that the related claim or action first arose.
Customer Indemnification
You hereby agree to indemnify, defend and hold harmless Logic and its shareholders, directors, officers, employees, agents, affiliates and contractors from any and all claims, demands, actions, costs (including reasonable legal fees and expenses), expenses, damages and liabilities at law or in equity arising in any way from the Service, or your use thereof including without limitation claims of slander, fraudulent misrepresentation, infringement of copyright from material transmitted over Logic’s network system or infringement of patents arising from, combined with, or used in connection with the Service.
Monitoring of Electronic Communication
Logic monitors email and electronic messages during transmission over an information communications technology (“ICT”) network or by means of an ICT service for viruses and other impediments to the provision of Service to you. You agree and consent to the interception and monitoring and interruption of messages sent or received for such purposes. Logic has the right, but not the obligation, to monitor or investigate any content that is transmitted using the Services (other than as proscribed by applicable law) or the Equipment. You agree that Logic may, in its discretion, access or preserve content or information to comply with applicable legal requirements, operate the Services, ensure compliance with this Agreement, the Policies or any related agreement, or to protect itself, its related parties, client or the public. Logic may, in its sole and absolute discretion, remove or refuse to post any content or information, in whole or in part, that Logic determines to be undesirable for any reason or in violation of this Agreement, the Policies or any related agreement.
General Provisions
This Agreement contains the entire terms and conditions between you and Logic and supersedes all prior and collateral agreements, understandings and representations between you and Logic whether oral or written, as to the subject matter of this Agreement.
No delay or omission of Logic to exercise any right or remedy will impair any such right or remedy or be a waiver of any breach or default, nor will a waiver of any single breach or default, which must be in writing, be a waiver of any other breach or default.
This Agreement shall be governed by and construed in accordance with the laws of the Cayman Islands.
If any provision of this Agreement is found illegal, invalid or unenforceable, it will be modifiable in order to render it legal and enforceable, but will otherwise be considered severed and the other parts will remain in force and effect.
The parties shall attempt to amicably resolve any disagreement or dispute that may arise between them regarding the interpretation, performance of or failure to perform under this Agreement.
If there is a conflict between the terms and conditions of this Agreement and those of your Service order form, then the terms and conditions of this Agreement shall control.
Headings of this Agreement are for convenience only and shall not be construed as part of this Agreement.
This Agreement shall not be assignable by you. However, Logic shall be entitled to assign this Agreement in whole or in part without your consent.
Any notice or other communication required to be given or served under this Agreement shall be in writing and shall be delivered or sent by electronic mail, fax, courier service or registered mail (if required by law):
if from Logic to you, to the address designated by you or to your address as amended by you from time to time;
if from you to Logic, to the address located at www.logic.ky.
All notices shall be deemed given on the date of transmission if hand or courier delivered, or sent by email or fax.
Schedule 1 Specific Terms of Service
Logic Phone
Call charges shall begin when calls are answered, that is, when a connection is made between your telephone and some other device (including, without limitation, a person, an answering machine, wrong number, a voicemail box or fax machine). Charges cease upon disconnection of the calls.
You are responsible for any call charges applicable to the Service between your site and the Logic service network.
Partial minutes are rounded up for per-minute usage charges.
Non-recurring and usage-based charges generally billed in the billing cycle following the transaction include, but are not limited to, local and international calling, Operator Services, Directory Assistance, and call charges outside defined unlimited long distance calling plans.
In the event you are transferring an existing phone number for your Logic Phone service, you hereby authorize Logic to process your order and to notify your existing provider to switch your local, local toll, and long distance services to Logic Voice service and you represent that you are authorized to take this action. Not all telephone numbers are eligible for porting to Logic Phone service.
Logic TV
Non-recurring and usage based charges generally billed in the billing cycle following the transaction include, but are not limited to, Video on Demand and Pay Per View.
Logic reserves the right to change any of the features, content or applications of the Service at any time without prior notice.
You grant Logic the right to record programming on your behalf.
You expressly understand and agree that Logic makes no warranty that the Service will allow you to record, view, or transfer any particular program or content.
Logic TV is provided for your non-commercial personal viewing, use, and enjoyment in a private residential dwelling/office unit. You agree that the Logic TV service will not be viewed in areas open to the public or in commercial establishments, and that admission will not be charged to listening to or viewing the Service.
Your Logic TV Service may not be copied, transmitted, reproduced, published, broadcast, rewritten, redistributed, or performed except with the prior written consent of Logic.
Logic Internet
Bandwidth is provided on a per-line (not a per-device) basis. The bandwidth available to each device connected to the network will vary depending upon the number, type and configuration of devices using the Service and the type of use (e.g., streaming media), among other factors. The speed of the Service will vary based on network or Internet congestion, your computer configuration, and the wiring inside your location, among other factors. We and our suppliers reserve the right, at any time, with or without prior notice to you, to restrict or suspend the Service to perform maintenance activities and to maintain session control.
Logic reserves the right in our sole discretion to provide the level of security we deem appropriate to safeguard our network and customers, and other Internet users, against Internet threats or abuses, including viruses, spam and phishing threats. These security measures may include, but are not limited to, the use of firewalls and block lists to block potentially harmful or abusive emails or attachments, anti-spam filters, anti-virus and anti-spyware software and blocking selected ports. Such activities may result in the blocking, filtering or non-delivery of legitimate and non-legitimate email sent to or from your email account. By using any Logic provided email service, you agree that delivery and receipt of email is not guaranteed and to Logic’s use of such Internet and email security measures we in our sole discretion deem appropriate.
