1.1 This site is owned and operated by Checkbox ("we", "us", "our" or "Checkbox"). Checkbox, provides its services to you ("Customer", "you" or "end user") subject to the following conditions.
1.2 If you visit or shop at our website or any other affiliated websites, you affirmatively accept the following conditions. Continued use of the site constitutes the affirmative agreement to these terms and conditions.
1.3 Checkbox reserves the right to change the terms, conditions and notices under which the Checkbox sites and services are offered, including but not limited to the charges associated with the use of the Checkbox sites and services.
1.4 When you visit Checkbox's websites or send Email to us, you are communicating with us electronically. You consent to receive communications from us electronically. We will communicate with you by Email or by posting notices on this site. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.
1.5 All content on this site, such as text, graphics, logos, button icons, images, data compilations and software, is the property of Checkbox and is protected by international copyright laws. The compilation of all content on this site is the exclusive property of Checkbox and is protected by international copyright laws. All software used on this site is the property of Checkbox and is protected by international copyright laws.
2.1 "Site" shall mean the Checkbox website."Affiliate" shall mean any person or entity, which (i) is owned by Checkbox, or (ii) owns Checkbox in part or whole, or (iii) is under common control and/or ownership with Checkbox. Service" shall mean those services described in our Web Site incorporated herein by reference."Service Date" shall mean the date of completion of provisioning and testing of the Services; which date will be notified via email to the Customer by Checkbox.
3.0 DESCRIPTION OF SERVICES.
3.1 Checkbox is in the business of providing IT consultancy, Voice over Internet Protocol ("VoIP") connection services and IT Software services. Customer desires to purchase from Checkbox, and Checkbox desires to sell to Customer such services in accordance with the terms and conditions set forth in this Agreement
3.2 Checkbox, directly and/or through its affiliates, subsidiaries, and underlying carriers, shall provide the Services, and Customer shall purchase and utilize the Services per the terms and conditions of this Agreement. The Parties may, by mutual agreement, add and incorporate additional services by executing additional schedule(s) and incorporating them herein.
4.1 This Agreement shall become effective as of the Effective Date. Unless otherwise provided in the Terms and Conditions of an applicable Service Exhibit, this Agreement shall remain effective until terminated as provided hereunder. Either Party may terminate this Agreement by providing the other with notice of such termination, which shall be effective immediately upon delivery of such notice to the other Party. Furthermore, Checkbox may terminate this Agreement immediately for any breach of this Agreement or any applicable policy of Checkbox as posted on the Site from time to time. No reimbursements for any fees charged in connection with Service(s) offered on the Site shall be issued where reason for termination is due to the violation of any of the terms and conditions set forth herein or in any other policy posted on this Site.
4.2 Checkbox shall not be held liable for any delay or failure to provide service(s) at any time. In no event shall Checkbox, its officers, Directors, Employees, Shareholders, Affiliates, Agents or Providers who furnishes services to customer in connection with this agreement or the service be liable for any direct, incident, indirect, special, punitive, exemplary or consequential damages, including but not limited to loss of data, lost of revenue, profits or anticipated profits, or damages arising out of or in connection to the use or inability to use the service. The limitations set forth herein apply to the claimed founded in Breach of Contract, Breach of Warranty, Product Liability, Tort and any and all other liability and apply weather or not Checkbox was informed of the likely hood of any particular type of damage.
4.2. Checkbox makes no warranties of any kind, written or implied, to the service in which it provides.
4.3 Where applicable, the Customer shall be responsible for connecting to the Checkbox VOIP network or Software infrastructure and the Customer shall be responsible for procuring, at its own expense, the necessary facilities or equipment required to interconnect to such locations. Checkbox will endeavor to provide the Services on the Service Date and the Customer shall be solely responsible for coordinating the provisioning of its respective matching facilities and/or equipment (where applicable) by the Service Date.
4.4 The Parties shall coordinate the management of their respective system facilities, with each Party being responsible for providing and operating, at its own expense, its respective network facilities. The Parties also shall interface on a 24 hours/7 days a week basis to assist each other with the isolation and repair of any facility faults in their respective networks.
4.5 Checkbox makes no warranties, express or implied, as to any service provisioned hereunder. checkbox specifically disclaims any and all implied warranties, including without limitation any implied warranties of merchantability, fitness for a particular purpose, or title or noninfringement of third party rights. checkbox does not warrant that the functions contained in the services or in checkbox's systems will meet customer's requirements, or will operate in the manner desired by customer, or that the services or checkbox's systems will be error free, or free from unauthorized intrusion. Notwithstanding the foregoing, checkbox's total liability hereunder shall in no event exceed the lesser of: (i) customer's proven direct damages; or (ii) the aggregate amount of any applicable outage credits due under the annex(es) for the affected service. the foregoing limitation applies to all causes of actions and claims, including without limitation, breach of contract, breach of warranty, negligence, strict liability, misrepresentation and other torts.
4.6 Regarding VoIP Connection services, customer shall manage, without limitation, the integrity of the traffic egressing Customer's Network.
4.7 Regarding VoIP Connection services, customer shall screen and block calls destined to (a) invalid single numbers, (b) unassigned numbers or (c) numbers with invalid formats.
4.8 Regarding VoIP Connection services, customer shall manage and correct, as necessary, any fraudulent calling patterns or calling patterns perceived as fraudulent that may harm or adversely affect Checkbox or its network. In the event that Customer fails to comply with the requirements Checkbox shall have the right (but not the obligation) to take protective action against Customer in order to protect Checkbox's egress network. Such protective action may include, without limitation, the temporary blocking of Customer's traffic until the applicable problem is resolved (in Checkbox's reasonable discretion).
4.9 Customer shall comply with all applicable local, state, national and international laws and regulations, including those related to data privacy, international communications, and exportation of technical or personal data. Users shall comply with all applicable FCC regulations, including, but not limited to, obtaining all necessary licenses and/or authorizations, and payment of any required fees directly to the FCC.
4.10 Users shall not use Checkbox Services to transmit, distribute or store material that is inappropriate, as reasonably determined by Checkbox, or material that is obscene like pornography, defamatory, libelous, threatening, abusive, hateful, or excessively violent.
4.11 Users shall not use Checkbox Services to transmit or distribute material containing fraudulent offers for goods or services, or any advertising or promotional materials that contain false, deceptive, or misleading statements, claims, or representations.
5.0 NO LIABILITY.
5.1 Customer agrees not to hold Checkbox, Checkbox's principals, agents, employees, officers, directors, Affiliates, or participants liable for any advice, representations and/or Service(s). Customer releases Checkbox, Checkbox's principals, agents, employees, officers, directors, Affiliates, and/or participants from claims, demands and damages (actual or consequential) of every kind and nature, known and unknown, disclosed and undisclosed, arising out of or in any way connected with any such disputes that may arise through the use of the Site and/or Service(s).
5.2 Customer acknowledges that Checkbox has no control over how a foreign administration or third party carrier establishes its own rules and conditions pertaining to telecommunications services. Customer agrees that Checkbox, its directors, officers, employees and agents shall not be liable for any loss or damage sustained by Customer, its interconnecting carriers, its customers or its end users, among other individuals and entities, due to any failure in or breakdown of the communication facilities associated with providing the Services, for any delay, interruption or degradation of the Services, whatsoever shall be the cause or duration thereof, or for any other cause or claim whatsoever arising under this Agreement. Customer shall remain solely responsible for any and all charges and damages arising out of any conduct described in this section, and shall indemnify Checkbox, and hold and save Checkbox harmless, for and from any and all such charges and damages.
5.3 In no event shall Checkbox be liable for the fraudulent or illegal use of the Services by any customers or end-users of Customer, or for any amounts that Customer is unable to collect from its customers, end-users or others. It is the agreed understanding of the Parties that the end-user customers of Customer are establishing a relationship with Customer and not a relationship with Checkbox. End-users shall have no rights or remedies against Checkbox.
5.4 Customer is solely responsible to other wholesalers or resellers and end-users for all aspects of the wholesale or resale by Customer of Checkbox's services. The indemnification provisions of the Agreement shall apply to all claims against Checkbox or Customer by other wholesalers or resellers and end-users.
5.5 Customer, for itself and its successors and assigns, shall defend, indemnify and hold harmless Checkbox and its affiliates and their respective officers, directors, partners, employees, agents, successors and assigns from and against, and shall promptly reimburse them for, any and all losses, claims, damages, settlements, costs, and liabilities of any nature whatsoever (including reasonable attorney's fees) to which any of them may become subject arising out of, based upon, as a result of, or in any way connected with, the operations of Customer or the performance by Customer under this Agreement; provided, however, that this indemnification shall not apply with respect to claims and damages of Customer against Checkbox arising by virtue of a breach by Checkbox of its agreements contained herein.
5.6 Without limiting any express financial or liability provisions provided for in this agreement, checkbox never shall be liable to the other for any indirect, consequential, exemplary, special, reliance, cover-type,incidental or punitive damages (including without limitation, lost business, revenue, profits, or goodwill) arising in connection with this agreement or the provision of services hereunder (including any service implementation delays/failures), under any theory of tort, contract, warranty, strict liability or negligence, even if the party has been advised, knew or should have known of the possibility of such damages.
5.7 Checkbox's "on-line" Services are provided on an "As Is" basis. Customer acknowledges and accepts that communications and transactions conducted on-line may not be absolutely secure, that there may be system failure that may limit Customer's accessibility to on-line Services, and that on-line Services are not guaranteed to be error free. By enrolling for or using such on-line Services, Customer agrees to accept all responsibility and risk associated with the use of such on-line Service and the Internet generally. Customer shall remain solely responsible for any and all charges and damages arising out of any conduct described in this section, and shall indemnify Checkbox, and hold and save Checkbox harmless, for and from any and all such charges and damages.
5.8 Checkbox shall not be liable at all for the use, misuse, or abuse of a Customer's services or Customer's facilities by Customer, Customer's agents or employees, or third parties including, without limitation, members of the public. For example, Checkbox is not liable for any damages, including any damages for claims brought due to a Customer's violation of Checkbox's Acceptable Use Policy, or toll usage charges the Customer may incur as a result of the unauthorized placement of calls (i) from the Customer's premises; (ii) through Customer-provided equipment; (iii) that are transmitted or carried on the Checkbox network; (iv) to Customer's Toll Free Prefixes in error; and (v) otherwise using Customer's services. Checkbox may work with Customer, if requested, to recommend possible solutions to reduce unauthorized use of the Services and Customer's facilities. Checkbox does not, however, warrant or guarantee that its recommendations will prevent unauthorized use, and the Customer is responsible for controlling access to, and use of, the Service and its own communications facilities.
5.9 Customer shall remain solely responsible for any and all charges and damages arising out of any conduct described in this section, and shall indemnify Checkbox, and hold and save Checkbox harmless, for and from any and all such charges and damages. Resellers, aggregators, and other entities that make services available to third parties are responsible for all applicable laws, regulations, and obligations, including with respect to caller identification, Federal Trade Commission and Federal Communications Commission Do-Not-Call requirements, and all similar local, state and federal requirements. Customer shall remain solely responsible for any and all charges and damages arising out of any violation of the aforementioned obligations, and shall indemnify Checkbox, and hold and save Checkbox harmless, for and from any and all such charges and damages.
5.10 Customer, customer resellers, aggregators, and other entities that make services available to third parties are responsible for all applicable laws, regulations, and obligations, including with respect to caller identification to all local and international governments laws whenever you call destiny is . As a user you must comply with all telecom and government laws like Do-Not-Call requirements, and all local, state and federal requirements term of calls, and boundaries. Customer shall remain solely responsible for any and all local or international laws violation and charges and damages arising.
6.1 For VoIP connection services, Virtual call center services, Broadcast Services and calling card the prices are dictated by the rates posted on the rate page.
6.2 For other kind of services like IT consultancy, remote support and others you can contact us directly for more information.
7.1 Checkbox provides prepaid services only. You must keep a positive balance to retain services with Checkbox. You must pay all negative balances immediately. Customer agrees to keep a positive balance in customer's account at all times and agrees to pay the rate in which the customer signed up for to ALL destinations and IT Services. Customer agrees to pay any and all charges that customer incurs while using Checkbox's service.
7.2 Payment for Service(s) and applicable taxes and/or surcharges are billed on a pre-pay basis, Customer understands that Service(s) will not be provisioned unless and until sufficient pre-payment is made, and Customer further understands that Service(s) may be suspended immediately if sufficient pre-payment is not made. It is Customer's ongoing responsibility to ensure that sufficient pre-payment is made prior to use of the Services.
7.3 Checkbox reserves the right to charge Customer, and Customer agrees to pay Checkbox, for any reasonable fees incurred as well as Checkbox's administrative expenses associated with credit card processing, wire transfer receipt, and other bank surcharges, fees, and penalties associated with Customer's payments.
7.4 Checkbox reserves the right to debit Customer's credit card(s), in addition to other means provided by law and/or equity, in order to recover any and all charges assessed.
8.0 REFUND POLICY.
8.1 We do not offer refunds on our VOIP service, however the refund may apply for the balance not used if there is real evidence of poor quality service.
9.0 PRODUCT CONFIGURATION.
9.1. Checkbox services are not intended for the novice user. Checkbox does not offer technical assistance for third party devices. This includes PBX Servers/Switches, IP Phones and ATA Adapters.
9.2. We do provide sample configuration for Asterisk/Trixbox servers and standard SIP and IAX2 settings for use with IP Phones/Softphones which is easily accessible on our customer user portal. The sample configuration provided will not assist with internal routing, extension logic or calling plans. It is the end users responsibility to properly configure their servers and or devices for use with Checkbox services.
10.0 TELEMARKETING TRAFFIC.
10.1 Checkbox ONLY accept for termination any telemarketing traffic, or any fax broadcasts, which would NOT violate the Telephone Consumer Protection Act ("TCPA"), which prohibits the sending of facsimile advertisements without the prior consent of the recipient Also Customer must comply with
ALL local laws, administrative and regulatory requirements and any other authorities having jurisdiction over the traffic Customer is sending.
10.2 Customer acknowledges Checkbox DO NOT KNOW and it's not intended to know the local laws, administrative and regulatory requirements and any other authorities having jurisdiction
over the VoIP traffic Customer is sending or any other service the customer is receiving from Checkbox.
11.0 NO EMERGENCY NUMBERS.
11.1 Customer acknowledges and accept Checkbox DOES NOT provide any kind of access to any emergency number in any country or destination.
12.1 Checkbox may discontinue the furnishing of any and/or all Service(s) to a Customer, without incurring any liability, immediately and without notice if Checkbox deems, in its sole discretion, that such action is necessary to prevent or to protect against fraud, tricks, tampering, schemes, false or invalid numbers, false credit devices, electronic devices, or any other fraudulent means or devices, or to otherwise protect its personnel, agents, facilities or services, or to protect against actual or potential adverse financial effect. Checkbox may discontinue the furnishing of any and/or all Service(s) to Customer, without incurring any liability, immediately and without notice, if Customer refuses to furnish information to Checkbox regarding the Customer's creditworthiness, its past or current use of Checkbox's Service(s), the jurisdictional nature or characteristics of the Service(s), or its planned use of Service(s).
For the entire term of this Agreement and for a period of one (1) year after its termination, each Party shall maintain the confidentiality of all information or data of any nature provided to it by the other Party that contains a conspicuous marking identifying it as "Confidential" or "Proprietary" (the "Information"). Each Party shall use the same efforts (but in no case less than reasonable efforts) to protect Information it receives from the other Party as it accords to its own confidential and proprietary information. The above requirements shall not apply to Information, which is already in the possession of the receiving Party through no breach of an obligation of confidentiality to the disclosing Party, or any third party, is already publicly available through no breach of this paragraph, or has been previously independently developed by the receiving Party. This Agreement shall not prevent any disclosure of Information pursuant to applicable law or regulation, provided that prior to making such disclosure, the receiving Party shall use reasonable efforts to notify the disclosing Party of the required disclosure.