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Digital Network Access Communications, Inc. Terms and Conditions
- Service Provider: Upon Acceptance (as defined below), Digital Network Access Communications, Inc. (DNA) will provide and Client will purchase the services and products (“the Services”) selected on the first page of this Application for Service and Agreement (“Agreement”) during the Term, under the terms and conditions set forth below and in DNA’s Tariffs and AUP (as defined below). As used herein “DNA” means DNA and the affiliate(s) of DNA certified in Client’s state(s) to provide the Services.
- Acceptance by DNA: This Agreement is not enforceable until accepted by DNA. If Client fails to allow access onto the premises for satisfactory installation; or fails to provide complete, accurate and satisfactory information for credit or other required information, or if DNA is unable to access the facilities for any reason for installation of equipment, DNA may, in its sole discretion, reject Client’s Application for Service. “Acceptance” will occur upon the earlier of DNA’s commencement of the Services or Client’s first invoice date. DNA makes no representation as to when Service will commence. DNA will use commercially reasonable efforts to initiate Services, but Client understands that service initiation may be dependent upon the actions of third parties not in DNA’s control.
- Term: The Initial Term for any Services will begin upon Acceptance of those Services, which will not occur until installation is complete, and will continue for the number of Months set forth for this Agreement or for any and all locations operating under this Agreement, as applicable. For purposes of this Agreement, “Month” will mean a full billing cycle. If one or more Multiple Locations Forms are included in this Agreement, this Agreement will remain in effect until the last to expire of the Terms set forth on the first page or on any Multiple Location Form. Upon completion of a Term, except where prohibited by law, the Term will automatically renew for a period of 12 Months, unless DNA receives written notice of non-renewal to DNA at least 30 days prior to the end of the current Term. Current tariffed rates will apply to any renewal which transitions to month to month service vis a vis a new price guarantee agreement.
- Tariffs and AUP: Client understands that in addition to the terms and conditions explicitly set forth in this Agreement, DNA’s relevant state and federal tariff as modified from time to time (the “Tariffs”), will govern this Agreement and the provision and use of the Services and are incorporated herein. Tariffs are published with the Illinois Commerce Commission. Use of all Internet Services must comply with DNA’s Acceptable Use Policy (“AUP”), which may be modified from time to time and is published at dnacom.com.
- Multiple Locations: If one or more Multiple Location Forms are initialed by Client and attached to this Agreement, DNA shall provide, and Client shall purchase, the Services set forth therein for each location that DNA has accepted.
- Client Satisfaction Guarantee: If DNA fails to resolve any Major Service Outage within 72 hours from Client’s notification to DNA via 1-888-562-4290, Client may, for the affected Client location(s) only, convert to its previous provider(s) (or other provider(s) if Client had no previous provider(s)), without liability for an early termination charge and DNA will pay such provider(s)’ standard tariff conversion charge.
- Price Guarantee: For Terms of 12 months or longer: (a) DNA will not increase Client’s tariffed monthly recurring rates for the Services (excluding taxes and surcharges) during the Term, and (b) if DNA’s standard tariff Service rates for the same term plan decrease during the Term, Client will have the right to enter into a new agreement for the Services for a new Term at least as long as the original Term.
- Moves and Disconnection of Service: To disconnect Services, Client must inform DNA in writing of Client’s desired disconnect date, by letter addressed to: Client Services, DNA Communications Inc., 601 First Avenue, Rochelle, Illinois 61068. If Client desires to move Services to another location, Client shall provide DNA at least 30 days’ notice by calling (888) 562-4290. If DNA is able to continue providing Services, Client shall pay DNA’s applicable standard tariffed service activation and install charges for each new location. If DNA determines, in its sole discretion, that it is unable to provide Services at the new location, DNA shall have no obligation to do so, and Cllent may terminate such Services without liability for an early termination charge.
- Early Termination: Except as set forth In Section 8 above, if this Agreement or any Service Is terminated after installation but prior to the end of the Term (including any lines ported to another carrier), for any reason other than pursuant to the Client Satisfaction Guarantee, Client shall, immediately upon demand, pay DNA an early termination charge equal to the sum of (a) the diff between what Client would have been charged for the terminated Service at the rates (excluding taxes and surcharges) for the DNA term plan closest to (but less than) the number of Months from Acceptance until the Service is terminated and the amount Client actually paid for the terminated Service (excluding taxes and surcharges) during such period, plus (b) the amount of any promotional considerations provided to Client. If Client cancels a service order after signing an Agreement but prior to Acceptance or disconnects within three (3) days of Initiating service, Client shall pay DNA a fee of Seventy-five and 00/100 ($75.00) Dollars for its operating and handling expenses. DNA shall have the right to terminate the Services due to Client’s non-payment, breach of this Agreement, misuse of the Services or due to other reasons in accordance with and as set forth in the Tariffs.
- Resale and Use of Services: Client shall not resell the Services or use the Services in connection with chatline or similar services without the prior written approval of a DNA Vice President. In no event shall the Services be used in connection with the provision of chatline or similar services over nonblockable exchanges. DNA shall have the right to immediately terminate this Agreement in the event of a violation of this Section 10.
- Assignment: Client shall not assign its rights or obligations under this Agreement without the prior written consent of DNA, which shall not unreasonably be withheld. In the event of any attempted assignment or change in control of Client’s equity or assets (Including change in control of a Service location) without such consent, DNA will have the right to terminate this Agreement and Client will be liable for the early termination charge described In Section 9 above. Client has no right in, and no right to assign, any telephone number used by Client. DNA has the right to assign this Agreement at any time.
- Limitation of Liability: DNA’s liability to Client or to third parties for any cause of action arising out of this Agreement or the Services shall in no event exceed the limitation of liability set for in the Tariffs, or, if there are no applicable Tariff provisions, the total amount paid for the affected Services for the period in which Service was interrupted or unavailable. Under no circumstances shall Client hold DNA liable for damages arising from delays in commencement of the Service, loss of information, numbering or directory listing errors, loss of business, pre-existing contracts or obligations (including any minimum payment or usage agreement), however arising. WITHOUT LIMITING THE FOREGOING, IN NO EVENT SHALL DNA BE LIABLE FOR INDIRECT, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES OR LOST PROFITS OR REVENUES, ARISING IN ANY WAY OUT OF THIS AGREEMENT, EVEN IF ADVISED OF THE POSSIBILITY THEREOF.
- Governing Law and Venue: This Agreement shall be construed and governed by the laws of the State of Illinois, excluding its laws concerning conflicts of laws. The parties consent to the exclusive personal jurisdiction and venue of the federal and/or state courts in Ogle County, Illinois.
- Payment Obligations: Client shall pay for all Services provided by DNA at the rates set forth in this Agreement and the Tariffs. In the event of any conflict between the rates set forth In this Agreement and those in the Tariffs, this Agreement shall control. All past due invoices are subject to interest at the lower of 1.5% per month or the highest rate permitted by law. All invoices not disputed in writing by Client within 30 days from the invoice date, or such other period as stated In the Tariffs, shall be deemed binding on Client. In the event of a dispute, Client shall pay all undisputed amounts by the due date. Client agrees to pay all costs of collection, including reasonable attorney’s fees for any past due amounts and other actions, as described In the Tariffs. DNA may require Client to make a reasonable security deposit at any time. Monthly recurring charges and Call Packs will be billed one month in advance, subject to applicable FCC and Illinois Regulatory requirements.
- Rates, Taxes, and Surcharges: Additional taxes and surcharges may be imposed in addition to the rates specified on the first page of this Agreement or on a Multiple Location Form. Taxes and surcharges may be subject to change without notice, consistent with federal and state laws and regulations. Rates are based on DNA’s bundled Service offerings and vary with quantity and types of Services purchased. DNA may modify Client’s rates due to changes in the quantity and/or types of Services purchased, Client’s failure to meet any required minimum, or, DNA’s determination that, despite exercising reasonable efforts, installation of the Services as requested Is not feasible.
- E-mail Notification: Client agrees that DNA may contact Client via e-mail for service and marketing notifications (e.g. service initiation, service and product information, service updates, and disconnect audits). Client will hold DNA, its officers, directors, employees and agents harmless from any liability arising from DNA’s communication with Client via e-mail or the Internet.
- Equipment: DNA-provided customer premises equipment (“CPE”) will at all times remain the property of DNA. In the event that Client fails to return any CPE to DNA (or, at DNA’s option, to permit recovery of CPE by DNA) in good working order, reasonable wear and tear excepted, within 30 days aft the termination or expiration of this Agreement, Client shall be responsible for the full replacement cost and shall pay to DNA all recovery charges and any other charges set forth in the Tariffs. DNA makes no representations or warranties of any kind with respect to CPE. Warranties are specifically disclaimed in the Tariffs, subject to applicable FCC and Illinois regulatory requirements.
- General Terms: This Agreement together with the Tariffs, AUP, Multiple Location Form(s) and Additional Pricing Form(s) (if applicable) and Letter of Agency constitute the entire agreement between the Parties with respect to the Services. There are no other written or oral understandings, promises or agreements related hereto. No agreement will be accepted by DNA that is modified in any way by Client, including handwritten modifications and strike-outs. Amendments and waivers to this Agreement will be valid only if in writing and executed by an authorized representative of Client and a DNA vice president. If any provision of this Agreement is found to be unenforceable, the remainder of the Agreement will continue in full force and effect.
Additional Terms and Conditions for Data Services
- E-Mall: If Client has not ordered e-mail Services with the initial order for Services, Client may do so at any time, but e-mail Services may be delayed by at least two weeks after an access line is installed.
- Inside Wire: If Client has selected DNA to install inside wire, DNA will do so at prevailing rates.
- IP Addresses: IP Addresses are not portable and are not assigned for independent administration or distribution. IP assignments cannot be guaranteed and may be modified by DNA or the American Registry for Internet Numbers (ARIN).
- NOTICE OF CLIENT’S RIGHTS CONCERNING CUSTOMER PROPRIETARY NETWORK INFORMATION (“CPNI”): CPNI includes the Client’s Service selections, feature selections, demographic information, and usage data for the Services. CPNI does not Include Client’s name and address. DNA has an obligation under federal law to protect the confidentiality of Client’s CPNI. By signing this Agreement, Client authorizes DNA to record, maintain, modify, use, and exchange Client’s CPNI (I) to install and manage the Services, (II) to enhance the benefits of Client’s existing Services, and (Ill) to enhance DNA’s ability to offer products and services tailored to Client’s needs, by determining whether additional local, long distance, data, CPE, Internet, wireless, or other services would be of benefit to Client. Client may deny DNA’s use of CPNI at any time by written notification to Client Services, DNA Communications Inc., 601 First Avenue, Rochelle, IL 61068. Client’s approval or denial will be effective until revoked. Denial will not affect the provision, management, or quality of Services that Client receives from DNA. Client is under no obligation regarding new Services unless Client explicitly agrees to accept them. Client shall indemnify and hold harmless DNA from any and all liability resulting from DNA’s authorized use of Client’s CPNI.
Client Initials: Date:
- DNA’s right to Make Changes: UNLESS OTHERWISE PROHIBITED BY LAW, DNA MAY CHANGE THE TERMS AND CONDITIONS OF YOUR SERVICE AT ANY TIME BY GIVING YOU 30 DAY NOTICE BY BILL MESSAGE, E-MAIL OR OTHER NOTICE, INCLUDING POSTING OF SUCH CHANGES THE DNA WEBSITE. YOU ACCEPT THE CHANGES IF YOU PAY FOR OR USE SEVICES AFTER NOTICE IS PROVIDED.
- Entire Agreement: These terms and conditions together with the service order and any specific agreement regarding a term commitment and price agreed upon by you and DNA are the entire agreement between you and DNA, which may only be amended as described above. These terms and conditions supersede any inconsistent or additional promises made to you by any of DNA’S employees or agents. If you have signed (including electronically) an agreement with DNA, including service terms and conditions between that agreement and this document, the signed agreement shall control.