TicoSAT Subscriber Agreement  

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Subscriber Agreement

TicoSAT

Subscriber Agreement

ANNUAL SUBSCRIBER AGREEMENT
 
ORGANIZATION 
This Subscriber Agreement is organized as follows: 

Part I The Services, Subscribers, the Subscription and the Subscriber Agreement; 
Part II Payment; 
Part III License, Use of the System, Prohibited Conduct; 
Part IV Grant of Rights by Subscriber to DatZap LLC t/a TicoSAT, and Disclaimers, Acknowledgments, and statement of Subscriber's Obligations; and 
Part V Miscellaneous. 

Please note that equal attention should be paid to all Subscriber Agreement terms, regardless of their placement or order.

PART I
THE SERVICE, SUBSCRIBERS, THE SUBSCRIPTION AND THE SUBSCRIBER AGREEMENT

1. GENERAL.
This Subscriber Agreement (the "Agreement") sets forth the terms and conditions which apply to the use of the Services (as hereinafter defined) provided by DatZap LLC t/a TicoSAT, to Subscriber. TicoSAT and Subscriber agree that no representation, warranty, term or condition, other than those specifically set forth in this Agreement, will be specifically binding on TicoSAT.
 
An online version of this Agreement may be accessed at http://www.TicoSAT.com/satellite-internet-access/subscriber-agreement.html.

2. THE SERVICES. 
(a) TicoSAT will make available to Subscriber, subject to the terms, conditions and obligations contained herein, one or more of the following, based upon the selections made by Subscriber: a satellite two-way broadcast/receive data services system, along with various services and products which may include: internet access, email, web hosting, messaging services, firewall, VPN, digital package delivery, IP Multicasting, TV channel IP streaming and various other services which may be made available in the future (collectively, the "Services"). 
(b) Subscriber understands that the prices, terms and conditions for the Services are subject to such additional terms as may be spelled out on TicoSAT's web site, 192.168.16.206 (the "Web Site") or in the Customer Service Order (the "Service Order").
(c) Subscriber also agrees that for the purposes of this Agreement, all use of Subscriber's account, whether or not authorized by Subscriber, is deemed to be Subscriber's use.

3. MODIFICATIONS; RIGHTS OF CANCELLATION OR SUSPENSION 
3.1 MODIFICATION OF THIS AGREEMENT. 

(a) TicoSAT may at any time add, modify or delete any provision of this Agreement, including, without limitation, pricing and billing terms, and TicoSAT also reserves the right to add to, modify or delete the TicoSAT's Terms of Use and Acceptable Use Policy (the "Terms of Use") at any time, by posting notice of such changes on the Web Site. 
(b) Subscriber's continued use of the Services, following any notice of a change will constitute Subscriber's acceptance of such change. If Subscriber does not agree to any change, Subscriber must immediately stop using the Services and notify TicoSAT that it is terminating its subscription to the Services.

3.2 MODIFICATION TO THE SERVICES. 
TicoSAT has the right to change, discontinue, augment, or revise any aspect or feature of the Services, in its sole discretion and without notice, including but not limited to content, access to support services, publications, equipment, system requirements and any other products or services ancillary to the Services or Subscriber's subscription to the Services. TicoSAT specifically reserves the right, in its sole discretion, to change, supplement, delete, discontinue, or remove any software, file, publications, information, communication, or other content relating to or transmitted through use of the Services. 

3.3 TERMINATION BY SUBSCRIBER. 
(a) Subscriber may cancel this Agreement at any time with 30 days' prior written notice, however Subscriber remains responsible for any termination fee subject to Section 5.3 of this Agreement.
(b) If Subscriber does not terminate the Agreement in accordance with the terms and conditions specified herein, Subscriber will continue to be liable under this Agreement for all fees and charges until such time as the Agreement has been properly terminated, pursuant to the terms of this Agreement or the Service Order, or TicoSAT has acknowledged such termination in writing. 
(c) Subscriber agrees that any attempt to terminate the Agreement before the expiration of the term stated within the Service Order or Section 5.3 of this Agreement will subject Subscriber to a cancellation charge or other similar service charge, as set forth in Section 5.3 of this Agreement.

3.4 TERMINATION OR SUSPENSION BY TicoSAT. 
(a) The parties agree that TicoSAT, in its sole discretion, has the right to immediately suspend or terminate the Subscriber's account and the Agreement if Subscriber, or a user of Subscriber's account, breaches any provision of the Agreement or the Terms of Use. 
(b) TicoSAT additionally reserves the right, in its sole discretion, to suspend or terminate the Subscriber's account and the Agreement at any time, with or without notice, or terminate or suspend Subscriber's access to or use of the Services, in whole or in part (and/or with respect to any user of Subscriber's account) with 30 days prior written notice to Subscriber. 

3.5 CONTINUATION OF OBLIGATIONS. 
(a) Notwithstanding any suspension, cancellation or termination of the Agreement or Subscriber's account or access to the Services, Subscriber will remain responsible for any obligations accrued to the date of such suspension, cancellation or termination, including payment of any charges that may be due as a result of, or in connection with, such suspension, cancellation or termination. 
(b) If Subscriber's access to, or use of, the Services is partially or totally suspended, cancelled or terminated as a result of an actual, threatened, or alleged violation of this Agreement, the Terms of Use, or any law or legal obligation, by Subscriber or any user of Subscriber's account, Subscriber's payment and other obligations under the Agreement will continue in full force and effect notwithstanding such suspension, cancellation or termination.
 
4. WHO MAY USE THE SERVICE - RESPONSIBILITY AND SUPERVISION. 
4.1 ACCOUNT SETUP. 

Subscriber represents that Subscriber is a properly organized business, educational or government entity, and that the signer is at least 18 years old and is authorized to execute this Agreement on behalf of the Subscriber. Subscriber agrees that Subscriber is responsible for installing, establishing, and setting up, and for verifying and maintaining, the account, options, settings, and other parameters under which the Service is used, including (without limitation) all related passwords and user identification information and configuration information. Notwithstanding any acknowledgment of a Subscriber's purchase order by TicoSAT, the parties agree that any provision or condition in any purchase order, voucher, or other memorandum drafted by Subscriber which conflicts with, or adds to TicoSAT' obligations under the this Agreement is invalid.
 
4.2 MULTIPLE USES OF ACCOUNT. 
Multiple users are allowed. 

4.3. SUBSCRIBER RESPONSIBILITY. 
(a) Subscriber is responsible for all access to and use of the Services through Subscriber's account or password(s) and for any fees incurred for service, software or other merchandise purchased thereon, and any other expenses incurred in accordance with the terms of the Agreement or the Terms of Use. Subscriber agrees to pay all amounts billed by TicoSAT for such service, software, merchandise, or other expenses and any related fees, taxes and charges. 
(b) Subscriber will limit use of its account to its employees or other authorized persons. Subscriber will not resell or provide the service, for any fee or charge, to any person. 
(c) Subscriber acknowledges that areas accessible on or through the Services may contain material that is unsuitable for minors (persons under 18 years old)and agrees to supervise minors' use of the Services through Subscriber's account. 
(d) Subscriber hereby ratifies and confirms any actions taken, obligations incurred, or any promises or permissions made by a minor using Subscriber's account.
 
PART II
PAYMENT
5. FEES AND PAYMENT.
5.1 FEES, TAXES AND OTHER CHARGES. 
(a) All fees, charges and payment obligations of Subscriber are due and payable to TicoSAT only in U.S. dollars. Subscriber will pay to TicoSAT, in accordance with the provisions of the Service Order and its associated price schedules, any registration or monthly fees, support fees, software or hardware upgrades, connect time charges, ISP service charges, minimum charges, all applicable taxes and other amounts charged to or incurred by Subscriber, or by users of Subscriber's account, at the rates in effect for the billing period in which those amounts are charged or incurred. 
(b) TicoSAT will make information on charges and surcharges (if any), incurred by Subscriber or by users of Subscriber's account, which are payable to TicoSAT available to Subscriber on the Web Site, or via email. Subscriber agrees that online or email access to changes and surcharged payable to TicoSAT, by Subscriber, is sufficient notice for all purposes. Additional terms relating to pricing, billing, and payment and which are incorporated into this Agreement are set forth in TicoSAT's Service Order and on the Web Site.
 
5.2 PAYMENT.
 (a) TicoSAT will make available to Subscriber an email and online statement for each billing cycle showing payments, credit purchases, and other charges. TicoSAT will charge all monthly and other charges to the Subscribers credit card, if applicable.
(b) Payment for the Services is due in full on or before the first day of the subsequent 30 day billing period (the "Due Date"). Failure to deliver payment by the Due Date is a breach of this Agreement. Subscriber understands that if payment is not received by TicoSAT by the Due Date, TicoSAT, in its sole discretion, may charge interest on the delinquent balance at the rate of one and one-half percent (1.5%) per month, prorated on a daily basis. TicoSAT also reserves the right to suspend or inactivate Subscriber's access to the Services. 
(c) Subscriber agrees to designate an EMAIL CORRESPONDENCE address, which is the address to which TicoSAT will send billing or other important notifications. Such designation must be made by submitting the appropriate email address to billing@TicoSAT.com. Until such time as Subscriber designates such address, Subscriber will be responsible for checking its account online for billing or other information. Subscriber can access its online account through the Customer Support section of the Web Site. 
(d) Subscriber consents to any service fees charged by TicoSAT for all returned checks and bank card and charge card charge backs. The current fee is $25.00 per returned check or charge back. Any changes to this fee will be posted on the Web Site. If Subscriber's check is returned to TicoSAT, or a bank card or credit card charge charged back, Subscriber agrees to submit to TicoSAT a money order or cashiers check in the amount of the returned check or charge back, plus the $25.00 service fee.

5.3 COMMENCEMENT AND DURATION OF SUBSCRIPTION FEES. 

(a) Subscriber acknowledges that (subject to any exceptions granted by TicoSAT) a monthly subscription fee (the "Fee") will be charged to Subscriber for each and every month, or any part thereof, in which Subscriber is a subscriber to the service irrespective of whether the Subscriber has access to the Services due to any suspension for non-payment. The Fee will be charged to Subscriber's account each month until Subscriber cancels its subscription in accordance with the terms of this Agreement or the Service Order. 
(b) Consistent with Section 3.3 of this Agreement, Subscriber may cancel his or her account at any time, subject to a cancellation fee, if applicable. Unless otherwise stated, the Services are provided for a period of one year (the "Initial Term"). After the Initial Term, the Services will be provided on a monthly basis. If Subscriber cancels the Agreement during the Initial Term, the cancellation fee will be equal to the monthly charges multiplied by the number of months remaining in the Initial Term, or US $500, whichever is less, except as otherwise provided for in the Service Order. 
(c) Subscriber will not be charged the Fee for subsequent months after the billing month in which Subscriber cancels or terminates his or her account in accordance with the terms and conditions stated herein. 
(d) In its sole discretion, TicoSAT may, but is not required to, accept partial payments from Subscribers. If Subscriber makes partial payments, after TicoSAT has consented to such payment in writing, the partial payments will be applied to Subscriber's account starting with the oldest outstanding statement. Late fees will be assessed monthly, as permitted by applicable law, until Subscriber's total outstanding account balance, including late fees and all other charges, is paid in full. 
(e) Subscriber agrees that TicoSAT may, but is not required to, accept, endorse and present for payment any check or money order marked "payment in full" or any similar terms, without being deemed to have entered into an accord and satisfaction and without surrendering any of its rights to collect all amounts owed to TicoSAT by a Subscriber under this Agreement. 
(f) If Subscriber makes a late payment or fails to pay any TicoSAT online, email or paper invoice, Subscriber understands and agrees that TicoSAT may, in its sole discretion, report such late payment or nonpayment to the appropriate credit reporting agencies. 
(g) If TicoSAT chooses to use any collection agency or attorney to collect money that is owed TicoSAT or to assert any other right which TicoSAT may have, Subscriber agrees to pay the reasonable costs of collection or other action including, but not limited to, the costs of a collection agency, reasonable attorney's fees, and court costs, as provided by applicable law. 
(h) Subscriber understands and agrees that any equipment rental, lease, installment or other financial agreement with any third party is not affected by any cancellation, suspension or discontinuance of the Services by TicoSAT.

5.4 REACTIVATION.
If TicoSAT deactivates a Subscriber's access to the Services for Subscriber's failure to make timely payment or for any other reason, in addition to payment of past due amounts, TicoSAT reserves the right to require a deposit or advance payment before reactivating the Services. If the Services are inactivated for any reason, including at the request of the Subscriber or because of failure to pay past due amounts, and a Subscriber wants to reactivate the service, Subscriber agrees to pay a reactivation fee in accordance with TicoSAT's then current rates. In addition, any outstanding balance, fees and charges must be paid by Subscriber before TicoSAT will reactivate the Subscriber's access to the Services.
 
5.5 ANCILLARY EQUIPMENT, SERVICES. 
Subscriber will obtain, maintain, and operate suitable and fully compatible computer equipment and communication devices to access the Service, as stipulated by TicoSAT on the Web Site, or otherwise, from time to time. Subscriber is responsible for all telephone charges incurred in connection with using the Service. 

SUBSCRIBER ACKNOWLEDGES THAT CERTAIN EQUIPMENT HELD BY SUBSCRIBER MAY HAVE BEEN ACQUIRED SEPARATE AND APART FROM THIS AGREEMENT EITHER FROM TicoSAT OR A THIRD PARTY. SUBSCRIBER WILL BE SOLELY RESPONSIBLE FOR MAINTAINING SUCH EQUIPMENT. TicoSAT MAKES NO REPRESENTATIONS OR WARRANTIES PURSUANT TO THIS AGREEMENT, EITHER EXPRESS OR IMPLIED, REGARDING SUCH EQUIPMENT, AND SPECIFICALLY DISCLAIMS SUCH WARRANTIES. HOWEVER, TicoSAT ACKNOWLEDGES THAT BINDING SERVICE OR MAINTENANCE AGREEMENTS OR LIMITED WARRANTIES MAY EXIST UNDER A SERVICE ORDER OR SEPARATE PURCHASE AGREEMENT WITH TicoSAT.

PART III
PERMITTED USES AND RESTRICTIONS ON USE
6. SOFTWARE LICENSE. 

(a) Subject to the terms of this Agreement, TicoSAT grants to Subscriber a personal, non-exclusive, non-assignable, and nontransferable license (the "License") to use and display the software provided by or on behalf of TicoSAT for the sole purpose of accessing the Services (the "Software") on any machine(s) of which Subscriber is the primary user or which Subscriber authorizes to access the Services. 
(b) Unauthorized copying of the Software, including copying software that has been modified, merged or included with the Software, or the written materials associated therewith, is expressly forbidden. Subscriber may not sublicense, assign or transfer this License or the Software except as permitted by TicoSAT. Any attempt to sublicense, assign or transfer any of the rights, duties or obligations under this License is void. 
(c) Subscriber agrees to refrain from copying, duplicating, or permitting anyone else to copy or duplicate any part of the Software. Subscriber further agrees not to create, attempt to create, permit others to create or permit others to attempt to create, by reverse engineering or otherwise, the source programs or any part thereof from the object programs or from other information made available under this Agreement. 
(d) Subscriber agrees to order all firewall, router or related software upgrades through TicoSAT, and to not de-install, remove or replace the Software.

7. PURPOSE, USE OF THE SYSTEM
(a) The VSAT system is provided for use as a remote internet access client. It is provided and supported for web browsing, email, file transfers and most basic TCP/IP internet applications.

(b) The service is not designed to host websites, servers, database applications, 2-way video or other uses which require a high upload capability. The system does not fully support interactive gaming or other applications that are particularly sensitive to latency.

(c) VPN over VSAT is recommended (with optional static-public IP address) for incidental use only. The speed of VPN service over the system is </= 56K V.90 dial-up modem access.

(d) The systems generally include a Standard Professional Installation. When a Subscriber purchases a DW4000, the installer will install and test the hardware for satellite connectivity only. The Subscriber will install the VSAT and TicoSAT software on Subscribers PC(s). A Standard Professional Installation is as defined on the 192.168.16.206 website.

(e) The Subscriber will install TicoSAT basic troubleshooting software on a dish2net-connected PC. This software will automatically update itself periodically by communicating with the TicoSAT update server. The Subscriber agrees to perform basic troubleshooting of any problems (as indicated by the troubleshooting software) before contacting the TicoSAT toll free 24x7 technical support center.

(f) Calls to the support center for issues covered by the troubleshooting software are billable at the current rates as published on the 192.168.16.206 website. Subscriber agrees not to disable or prevent the troubleshooting software from obtaining automatic updates.

(g) If ordering a DW4000, the Subscriber must supply a PC that meets the minimum specifications. View minimum customer-owned equipment specifications on the 192.168.16.206 website.

8. SPECIFIC RESTRICTIONS ON USE OF THE SERVICE. 

8.1 PROHIBITED CONDUCT. 

(a) Subscriber agrees not to upload, post, or otherwise publish on, through or over the Services, and not to seek on, through or over the Services, any software, file, information, communication, or other content: (1) which violates or infringes upon the rights of any one else; (2) which adversely affects the performance or availability of the Services or TicoSAT's resources; (3) which contains any virus, worm, cancelbot, harmful component, or corrupted data. 

(b) Specific products, features and other services offered by TicoSAT have additional terms and conditions which also apply.
 
8.1.1 EMAIL CONDUCT.

Subscriber agrees not to use the email component of the Services for any illegal purposes or for the transmission of material that is abusive, threatening, unlawful, harassing, libelous, invasive of another's privacy, harmful, vulgar, obscene, tortuous, otherwise objectionable, or in violation of the Acceptable Use Policy. Subscriber agrees not to use the Services for any purpose that infringes or may infringe upon the intellectual property or other rights of another. Subscriber agrees not to use TicoSAT or VSAT email for the transmission of "junk mail", "Spam", "chain letters", or unsolicited mass distribution of email and agrees to not send mail with an incorrect return address or forged header information. Subscriber agrees that in order to maintain system operations TicoSAT may filter Spam or mass mail at the server. Subscriber further acknowledges that VSAT and TicoSAT reserves the right, in its sole discretion, to make all determinations concerning email content, under the Acceptable Use Policy and this Agreement. The Subscriber will not allow any "open relay" on any mail server operated by Subscriber. Discovery of an "open relay" by VSAT or TicoSAT will be grounds for immediate suspension or termination of service.

8.1.2 WEB HOSTING CONDUCT. 

(a) The Services, including the Web Hosting component of the Services, provided by TicoSAT may only be used for lawful purposes only. Transmission, storage or presentation of any information, data or material in violation of any United States' federal, state, or local law, or in violation of the Acceptable Use Policy, is prohibited. This includes, but is not limited to: copyrighted material, material protected by trade secret and other statute or material determined by TicoSAT, in its sole discretion, to be threatening or obscene. 
(b) Subscriber agrees to indemnify and hold harmless TicoSAT from any claims resulting from the use of the Services which damages the Subscriber or any other party. 
(c) Subscriber is prohibited from placing any pornographic content, sex-related merchandising, or other content proscribed by the Acceptable Use Policy on any of TicoSAT's web servers, even if such content does not violate United States' federal, state or local law. This prohibition extends to content placed on an Internet site that infers sexual content or link to adult content contained on another Internet site. In addition, Internet sites containing profanity or vulgar language are also prohibited from being hosted on TicoSAT's web servers or linked to from a Internet site hosted on TicoSAT's web servers. 
(d) TicoSAT's web hosting services are subject to additional terms and conditions which are located in the "Web Hosting" section of the TicoSAT's website and within the Acceptable Use Policy.

8.2 ILLEGAL PURPOSES. 

Subscriber agrees not to use the Services or any of its elements, related facilities or capabilities to conduct any business or activity, or to solicit the performance of any activity, which is prohibited by or would violate any applicable law, rule, regulation, or legal obligation.
 
8.3 COMPLIANCE WITH LAWS. 

Subscriber agrees to comply with all applicable laws, rules and regulations in connection with the Services, its use of the Services, and this Agreement.
 
PART IV
GRANT OF IMPORTANT RIGHTS BY SUBSCRIBER TO TicoSAT, AND IMPORTANT DISCLAIMERS TO, ACKNOWLEDGMENTS BY, AND OBLIGATIONS OF SUBSCRIBER
9. COPYRIGHT AND LICENSES. 
9.1 RESERVATION OF RIGHTS BY TicoSAT. 

TicoSAT reserves all copyrights and other rights in and to any content which: (1) is available through the Services; and (2) is identified as, claimed by TicoSAT as, or known by Subscriber to be, proprietary to TicoSAT or its licensors (the "Proprietary Content"). 
The Proprietary Content is copyrighted and all rights to the Proprietary Content are reserved by the owner of such content. The Proprietary Content relating to the Services is protected under applicable copyright law, and is also protected under applicable copyright law as a collective work. All copying, modification, distribution, publication, or other use by Subscriber, or by any user of Subscriber's account, of part or all of the Proprietary Content or other works is prohibited, except as expressly consented to by TicoSAT.
 
10. NO ENDORSEMENT. 

TicoSAT does not endorse or in any way warrant the accuracy, completeness, truthfulness, or reliability of any service, opinion, advice, communication, information, or other content on or made available through the Services unless created by TicoSAT. Content, not created by TicoSAT, does not constitute or reflect the views or opinions of TicoSAT and has not been approved by TicoSAT. TicoSAT does not recommend that such content be relied upon in making decisions or conclusions without appropriate verification by the Subscriber or user and, as appropriate, professional advice. Subscriber relies on such content at its own risk.

11. INTERNET. 

SUBSCRIBER ACKNOWLEDGES THAT INTERNET SITES NOT CREATED, CONTROLLED OR MAINTAINED BY TicoSAT MIGHT CONTAIN OR PROVIDE ACCESS TO IMAGES, SOUND, MESSAGES, TEXT, SERVICES, OR OTHER CONTENT THAT MAY BE UNSUITABLE FOR MINORS AND THAT MAY BE OBJECTIONABLE TO MANY ADULTS. SUBSCRIBER ACKNOWLEDGES THAT TicoSAT IS NOT RESPONSIBLE FOR SUCH CONTENT OR MATERIAL AND AGREES THAT ACCESS TO SAME THROUGH USE OF THE SERVICES OCCURS AT SUBSCRIBER'S SOLE RISK. 

The reliability, availability, legality, performance, and other aspects of resources accessed through the Internet are beyond TicoSAT's reasonable control and are not in any way warranted or supported by TicoSAT, its affiliates or its third-party contractors. Subscriber acknowledges that such Internet sites and the content contained therein do not always contain safeguards relative to copyright, ownership, appropriateness, reliability, legality, and integrity of content. Subscriber confirms that Subscriber assumes all risk and liability of any use of the Internet through Subscriber's account, including Subscriber's continuous compliance with the Agreement.
 
12. USE AND CONTROL OF INFORMATION; MEMBER COMMUNICATION; ADS

TicoSAT will not distribute, loan, sell, or otherwise share with other persons or entities user lists, however TicoSAT makes no representation as to the care, custody or disposition of such information when obtained and held by TicoSAT's suppliers in the course of business dealings with TicoSAT. 

TicoSAT may, however, use or dispose of "aggregate information" for these purposes. "Aggregate information" includes information constituting or descriptive of demographic information, habits, usage patterns, preferences, survey data, or other descriptive or related data which do not rely on providing to recipients the identity of any particular user of the Services. This section does not limit TicoSAT's ability to use other information not addressed in this Section 12. TicoSAT is free, in its reasonable good faith discretion and without notice, to provide Subscriber and user information and records to the courts, law enforcement agencies, or others involved in prosecuting claims or investigations for conduct or conditions alleged or believed to be illegal or to violate or threaten the rights of any person or entity, and to maintain and use internally such information and records, consistent with TicoSAT's Privacy Policy. Information generated by or in connection with TicoSAT's administration of the Services is the exclusive property of TicoSAT. 

TicoSAT may also from time to time, reasonably and in good faith, provide online, telefax, telephone, email, mail, and other communications to its Subscribers and users on matters pertaining to the Services, its features, its sponsors or third party product offerings without compensation to them or reimbursement of costs for doing so. 

Subscriber acknowledges that communications with TicoSAT, its representatives, and its contractors may be monitored, recorded or reviewed for quality control and other reasonable business purposes. Subscriber also acknowledges that advertising and promotion may occur through the Services and also that neither Subscriber nor any user shall in any event have any claim with respect to any proceeds from such activities.

Subscriber acknowledges that TicoSAT reserves the right to identify its existing or former customers for marketing purposes. TicoSAT may provide on its website or other marketing materials, the logo of the customer, which will not include a link to the customers website. TicoSAT will not publish any information regarding the nature of the customer relationship or configuration of the service, and will not imply any endorsement by the subscriber of the services provided. TicoSAT will not provide the specific contact information of the Subscriber in any such publication without the permission of the Subscriber.

Subscriber agrees that TicoSAT may announce through press release or other means, that the Subscriber has chosen TicoSAT service. Any such information released by TicoSAT shall be without any details as to the service configuration or intended use, or terms, unless Subscriber approves such release in advance. If subscriber writes to TicoSAT expressing opinions on the service, TicoSAT reserves the right to publish in a contextually correct fashion, all or part of the communication, however TicoSAT will not publish the name of the Subscriber without permission from the subscriber.

 

13. DISCLAIMER OF WARRANTIES AND EXCLUSION OF LIABILITY. 

13.1 DISCLAIMER OF WARRANTIES, LIABILITY AND RESPONSIBILITY. 

SUBSCRIBER EXPRESSLY AGREES THAT USE OF THE SERVICES OCCURS AT SUBSCRIBER'S SOLE RISK. NEITHER TicoSAT, NOR ANY OF ITS INFORMATION OR CONTENT PROVIDERS, SERVICE PROVIDERS, LICENSORS, EMPLOYEES, OR AGENTS, WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE; NOR DOES TicoSAT OR ANY OF ITS INFORMATION OR CONTENT PROVIDERS, SERVICE PROVIDERS, LICENSORS, EMPLOYEES, INDEPENDENT CONTRACTORS, OR AGENTS MAKE ANY WARRANTY AS TO THE RESULTS TO BE OBTAINED FROM USE OF THE SERVICE. THE SERVICES ARE DISTRIBUTED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, WARRANTIES OF TITLE MERCHANTABILITY, NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE, EXCEPT AS REQUIRED BY LAW. TicoSAT FURTHER SPECIFICALLY DISCLAIMS ALL SUCH WARRANTIES, TO THE EXTENT PERMITTED BY LAW. 
BECAUSE TicoSAT MAY PROVIDE ITS SUBSCRIBERS WITH ELECTRONIC ACCESS TO CONTENT AVAILABLE ON THE INTERNET, CREATED OR DISTRIBUTED BY PUBLISHERS OR PROVIDERS, OTHER THAN TicoSAT, AND WHICH IS NOT AUGMENTED BY TicoSAT, TicoSAT DOES NOT WARRANT THE ACCURACY OF ANY CONTENT CREATED OR DISTRIBUTED BY SUCH PUBLISHERS OR PROVIDERS, OTHER THAN TicoSAT. TicoSAT SPECIFICALLY DISCLAIMS LIABILITY FOR ANY ERRORS, OMISSIONS, OR INACCURACIES RELATING TO SUCH CONTENT. SUBSCRIBER ALONE, ASSUMES THE CONSEQUENCES RESULTING FROM ITS RELIANCE ON SUCH CONTENT. 

ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY TicoSAT, ITS DEALERS, DISTRIBUTORS, AGENTS, EMPLOYEES, INDEPENDENT CONTRACTORS, OR ANY THIRD-PARTY CONTENT PROVIDER, DOES NOT CREATE ANY WARRANTY IN OR TO THE SERVICES OR THE CONTENT PROVIDED PURSUANT TO THE SERVICES. SUBSCRIBER ACKNOWLEDGES THAT IT CANNOT RELY ON ANY SUCH INFORMATION OR ADVICE. 

TicoSAT ONLY WARRANTS THE ACCURACY AND COMPLETENESS OF ITS PRODUCT AND PRICING INFORMATION, TERMS OF SERVICE AND RELATED POLICIES TO ITS SUBSCRIBERS TO THE EXTENT THAT TicoSAT OWNS, CONTROLS AND CREATED THE INFORMATION OR POLICIES AT ISSUE. THIS WARRANTY GIVES SUBSCRIBER SPECIFIC LEGAL RIGHTS. ADDITIONALLY, SUBSCRIBER MAY HAVE OTHER RIGHTS, BASED ON STATE OR LOCAL LAWS. 
13.2 LIMITATION OF LIABILITY.

NEITHER TicoSAT, NOR ANY OF ITS INFORMATION OR CONTENT PROVIDERS, SERVICE PROVIDERS, LICENSORS, EMPLOYEES, INDEPENDENT CONTRACTORS, OR AGENTS, IS RESPONSIBLE FOR ANY CLAIMS OR LIABLE FOR ANY DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE USE OF THE SERVICES, THE WEB SITE OR ANY LINKED INTERNET SITE, EVEN IF TicoSAT IS EXPRESSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THIS IS A COMPREHENSIVE LIMITATION OF LIABILITY THAT APPLIES TO ALL DAMAGES OF ANY KIND, INCLUDING (WITHOUT LIMITATION) COMPENSATORY, DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES ARISING OUT OF USE OF THE SERVICE OR INABILITY TO USE THE SERVICE OR OUT OF ANY BREACH OF ANY REPRESENTATION OR WARRANTY. 
WITHOUT LIMITING THE FOREGOING, IF FOR ANY REASON, BY OPERATION OF LAW OR OTHERWISE, ANY PORTION OF THE FOREGOING LIMITATION ON LIABILITY IS INVALIDATED, THE MAXIMUM, SOLE, AND EXCLUSIVE LIABILITY OF TicoSAT, ITS DEALERS, DISTRIBUTORS, AGENTS, EMPLOYEES, INDEPENDENT CONTRACTORS, OR THIRD-PARTY CONTENT PROVIDER, IF ANY, IS LIMITED TO GENERAL MONEY DAMAGES IN AN AMOUNT NOT TO EXCEED THE TOTAL AMOUNT ACTUALLY PAID TO TicoSAT BY SUBSCRIBER FOR THE SERVICES FURNISHED UNDER THIS AGREEMENT AND THE TERMS OF USE COMMENCING WITH THE OCCURRENCE OF SUCH ERROR, DEFECT, OR FAILURE AND ENDING AT THE DISCOVERY OF SUCH ERROR, DEFECT, OR FAILURE, IN WHOLE OR IN PART; PROVIDED, HOWEVER, THAT IN NO EVENT WILL SUCH PERIOD OF TIME EXCEED THE THREE MONTH PERIOD IMMEDIATELY PRECEDING THE DATE WHICH SUCH ERROR, DEFECT, OR FAILURE IS FIRST DISCOVERED IN WHOLE OR IN PART. 
13.3 APPLICABILITY OF PROVISIONS TO CIRCUMSTANCES INVOLVING OTHERS. 

CONSISTENT WITH SECTION 14 OF THIS AGREEMENT, SUBSCRIBER EXPRESSLY ACKNOWLEDGES THAT THE TERMS OF THIS SECTION 13 ALSO APPLY TO ANY CLAIMS RELATING TO "ACQUIRED MATERIAL" AND ANY OTHER CONTENT AVAILABLE THROUGH THE SERVICES. SUBSCRIBER AGREES TO HOLD TicoSAT HARMLESS FOR THE SELECTION OR RETENTION, OR ACTS OR OMISSIONS OF THIRD PARTIES IN CONNECTION WITH THE SERVICES (INCLUDING THOSE WITH WHOM TicoSAT CONTRACTS TO OPERATE VARIOUS AREAS ON OR FEATURES OF THE SERVICE). 
13.4 FULL APPLICABILITY. 

THE FOREGOING EXCLUSIONS OR LIMITATIONS OF LIABILITY APPLY REGARDLESS OF ANY ALLEGATION OR FINDING THAT A REMEDY FAILED OF ITS ESSENTIAL PURPOSE, REGARDLESS OF THE FORM OF ACTION OR THEORY OF LIABILITY (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE). THIS LIMITATION OF LIABILITY ALSO APPLIES IF TicoSAT OR OTHERS WERE ADVISED OR AWARE OF THE POSSIBILITY OR LIKELIHOOD OF SUCH DAMAGES OR LIABILITY. 
13.5 POSSIBLE EXCEPTIONS. 

THIS LIMITATION OF LIABILITY MAY BE LIMITED TO THE EXTENT THAT STATE OR LOCAL LAW DOES NOT PERMIT THE EXCLUSION OR LIMITATION OF SUCH DAMAGES. IF ANY PART OF THIS LIMITATION OF LIABILITY IT HELD TO BE INVALID OR UNENFORCEABLE, THE REMAINING PROVISIONS WILL CONTINUE IN FULL FORCE AND EFFECT. 

14. INDEMNITY. 

Subscriber agrees to indemnify and hold harmless TicoSAT against all claims, liability, damages, costs, and expenses, including, but not limited to, reasonable attorneys' fees, arising out of or related to the use of Subscriber's account. This includes, without limitation, responsibility for all consequences of Subscriber's violation of this Agreement or Subscriber's placement on or over, or retrieve from or through, the Services of any software, file, information, communication, or other content. 

15. THIRD-PARTY BENEFICIARIES. 

The provisions of Sections 12 and 13 are for the benefit of TicoSAT and its respective contractors, information or content providers, service providers, licensors, employees, independent contractors, and agents; and each shall have the right to assert and enforce such provisions directly on its own behalf.

16. LIABILITY FOR UNAUTHORIZED USE. 
(a) Subscriber may not assign or transfer the Services without TicoSAT's written consent. If Subscriber assigns or transfers the Services without TicoSAT's written consent, TicoSAT may deactivate the Services and remove any equipment used by Subscriber and owned by TicoSAT. 
(b) If Subscriber's TicoSAT equipment is stolen or otherwise removed from his or her premises without authorization, Subscriber must notify TicoSAT Customer Care Center immediately, or Subscriber may be liable for payment to TicoSAT for unauthorized use of his or her TicoSAT system. Subscriber will not be liable for unauthorized use after TicoSAT has received such notification. 
(c) Subscriber also agrees to immediately notify TicoSAT in writing after he or she sells, gives away, or otherwise transfers TicoSAT equipment from Subscriber's possession. Subscriber is considered the registered recipient of the Services until TicoSAT receives such written notice, and Subscriber will be liable for any charges or fees incurred by the use of TicoSAT equipment by anyone else up to the time that such notice is received by TicoSAT, unless otherwise provided by state law.
 
17. PROPRIETARY RIGHTS. 

Consistent with Section 9 of this Agreement, except for material held in the public domain, all copyrightable content distributed over the Web Site or through the Services, by TicoSAT, is copyrighted by TicoSAT or a third-party content provider. TicoSAT or such third-party content providers own all right, title and interest to such content and Subscriber may not copy, distribute, transmit, or publish, in any form, including printed, electronic, digitized, audio, or otherwise, or modify all or any portion of such content without the prior written consent of the copyright owner; provided, however, that Subscriber may store one copy of the content on Subscriber's personal computer for personal use for a period not to exceed 30 calendar days. All copyright or other proprietary rights or notices contained in or associated with the content or contained therein must be preserved in, or on, any copies made of such material. The placement of copyrighted material in any public posting area or software library, whether of TicoSAT or not, without the written consent of the copyright owner, is in violation of this Agreement.
 
PART V
GENERAL
18. LIMITS ON TRANSFERS; OTHER LIMITS. 

Unless otherwise agreed in writing, Subscriber's right to use the Service, or to designate other users of its account, is not transferable and is subject to any limits established by TicoSAT, or by Subscriber's credit card company or other billing institution, as applicable.
 
19. CHOICE OF LAW. 

This Agreement is deemed to be made in the State of Ohio. This Agreement, the Terms of Use and all of the parties' respective rights and duties in connection herewith will be governed by and construed in accordance with the laws of the State of Ohio, in the United States, excluding its conflict of laws provisions. Subscriber and TicoSAT agree to submit to the exclusive jurisdiction of the courts of Summit County, Ohio or any federal court located within the Northern District of Ohio, and Subscriber waives any objection based on forum non conveniens or venue with respect to such jurisdiction in Ohio.
Subscriber agrees that any claim or cause of action against TicoSAT arising out of, or related to, Subscriber's account, the Services or this Agreement, must be instituted within one year after the claim or cause of action arose; otherwise, such cause of action is permanently barred. 
The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Subscriber Agreement and it is acknowledged that this is a service contract and not a contract for the sale of goods. 

20. CONSTRUCTION AND DELEGATION. 

Neither the course of conduct between parties nor trade practice shall act to modify the provisions of this Agreement. TicoSAT may authorize or allow its independent contractors and other third parties to provide to TicoSAT and/or to Subscriber services necessary or related to making the Services available and to perform obligations and exercise rights of TicoSAT under this Agreement, and may collect payment on their behalf, if applicable. The provisions of Sections 9, 10, 12, 13, 14, 15, 16, 17, 18, 19, 20, 21 and 22, and all other provisions hereof which by their nature should continue, shall survive any termination of this Agreement.
 
21. MISCELLANEOUS. 

Where notification by TicoSAT is contemplated by or related to this Agreement, notice may be made by any reasonable means, including, but not limited to, email or publication on the Web Site. If any term of this Agreement is found by a court of competent jurisdiction to be invalid, illegal or unenforceable, it will be construed in such a way as to eliminate the offending aspects while still giving as much effect as possible to the intentions of such term. If this cannot be done and the entire term is invalid, illegal, or unenforceable and cannot be so repaired, then the term will be considered to be stricken from this Agreement as if it had not been included from the beginning. In any such case, the balance of this Agreement will remain in effect in accordance with its remaining terms notwithstanding such invalid, illegal, or unenforceable term.
 
TicoSAT may enforce or decline to enforce any or all of the terms of this Subscriber Agreement in its sole discretion. TicoSAT's election not to enforce a particular provision of this Agreement will not be considered a waiver and will not impair TicoSAT's ability to enforce any other provision of this Agreement. In no event will TicoSAT be required to explain, comment on, suffer liability for, or forfeit any right or discretion based on its enforcement, non-enforcement, or consistency of enforcement of these terms. Captions used in this Agreement are for convenience only and will not be considered a part of this Agreement or be used to construe its terms or meaning. 

Subscriber agrees that this Subscriber Agreement is set forth in the English language for the mutual convenience and benefit of the parties. In the event that the Agreement is translated into any language other than English, the parties agree that the English language version will control over any translation.

22. ASSIGNMENT OF ACCOUNT. 

TicoSAT may sell, assign, or transfer Subscriber's account to a third party without notice. In the absence of a notice of such sale or transfer, Subscriber must continue to make all required payments to TicoSAT in accordance with Subscriber's billing statement.
 
23. ENTIRE AGREEMENT.

This Agreement, as published in the Web Site, and the Service Order, Terms of Use and the additional documents contained in the Web Site which are referred to herein, constitute the entire and only agreement with respect to the subject matter hereof between TicoSAT and Subscriber, applicable also to all users of Subscriber's account. This Agreement supersedes all representations, proposals, inducements, assurances, promises, agreements, and other communications with respect to the subject matter hereof except as expressly set forth in this document. By executing this document online, in person, via fax or email or through any TicoSAT automated sign-up procedure, Subscriber agrees to the terms and conditions of this Agreement. This Agreement can be amended only in the manner expressly provided for in this Agreement.

END

Revised 1/10/03