Precision Videoconferencing Solutions
Terms & Conditions of Services & Web Use
IMPORTANT-READ CAREFULLY: YOUR USE OF THE PRECISION
VIDEOCONFERENCING SOLUTIONS WEBSITE AND SERVICES (THE "SERVICES") IS
CONDITIONED UPON YOUR COMPLIANCE AND AGREEMENT TO THESE TERMS.
This
is a legal agreement between you (either an individual or entity) and Precision
Videoconferencing Solutions ("Precision"), for use of the Services,
media, printed materials, and "online" or electronic documentation.
You agree to be bound by and become a party to all the terms of this Agreement
by joining, or initiating a conference supported by the Services.
If
you do not agree with the terms of this Agreement, do not use the Services.
Service Description. These Terms and Conditions govern the use of
Precision Videoconferencing Solutions’ audio, video and web-based conferencing
services and related standard and enhanced conferencing features
(“Services”). By ordering or using the Services Customer agrees to be bound
by these Terms and Conditions. Precision Videoconferencing Solutions may enhance
and/or expand the features of the Services from time to time. Customer shall
provide all user information necessary to enable Precision Videoconferencing
Solutions to create user profiles for each user Customer wishes to provide
access to the Services. Services are charged by multiplying the number of
minutes used in a conference by Customer’s per minute rate. Precision
Videoconferencing Solutions reserves the right to reclaim any dial-in numbers
provided Customer for Services (“Dial-In Numbers”) if such Dial-In Numbers
are “inactive” for 120 days. The term “inactive” is defined as no usage
on a specific number/service and no upcoming reservations scheduled for such
number/service. The Dial-In Numbers will be reassigned to the Customer, upon
request, in Precision Videoconferencing Solutions’ sole discretion only if
such Dial-In Numbers continue to be available, otherwise Customer will be
provided new Dial-In Numbers.
Site Certifications.
It is our standard procedure to ONLY certify new sites. Once a site has
been tested, it is considered certified and will not be re-tested before each
new scheduled videoconference unless Precision Videoconferencing Solutions is
notified in writing of a problem with the circuit or change in ISDN numbers or
IP addresses. Upon notification, Precision Videoconferencing Solutions
will re-certify the site. Re-tests are invoiced at standard connection and port
rates. Site certifications are scheduled and performed within 5
working days of your scheduled videoconference. For international site
certifications and testing, Precision Videoconferencing Solutions must be
contacted BY the international site for testing at least 3 working
days in advance of a scheduled call. Because of the time zone differences,
it is often difficult to schedule testing. Precision does NOT
guarantee ANY connection or quality of connection. We are at
the mercy of the network providers. Certification testing is done on an
individual site basis. If customer requires a full end to end test with
all locations simultaneously, full conferencing charges apply at standard rates.
Testing
Fees.
In the event testing has occurred, and a
conference either cancels or is postponed, Precision Videoconferencing Solutions
reserves the right to charge a minimal testing fee of $50 or the cost of the
time connected (whichever is more). If the conference is later
re-scheduled, the testing fee will be applied to the actual conference
invoice. If a customer wishes to conduct a test prior to reserving his/her
videoconference, a $50 fee will be charged plus connection time. The fee
will be applied towards the actual videoconference.
Common
Practice/ Standard Operating Procedures.
Multipoint videoconferences and gateways are billed in "per minute"
increments for the actual connection times. It is our standard procedure
to connect the sites a minimum of 15 minutes prior to your scheduled start
time. This pre-connect time IS billable. You may
decline to have us connect your sites early, however, your videoconference's
start time may be delayed. If you require a longer setup time, please
notify your Precision Videoconferencing Solutions representative.
We make every best effort to connect your sites for an on-time start, but cannot guarantee connections due to customer equipment problems and public Telco network issues that are beyond our control. If we run into technical difficulties in connecting a site, your scheduled start time may be delayed. Charges are incurred for sites that are connected and waiting during the troubleshooting of another site. If a conference cancels or is unable to continue due to technical difficulties, CUSTOMER IS LIABLE FOR CHARGES INCURRED FOR THE LENGTH OF CONNECTION BY ANY/ALL SITE(S) THAT WERE CONNECTED DURING THE TROUBLESHOOTING PERIOD. Sites are left connected at technician's discretion unless specifically asked to disconnect by customer.
Precision Videoconferencing Solutions is not responsible for charges accumulated due to equipment being left connected to the bridge at the conclusion of the videoconference. It is the customer's responsibility to instruct the room administrator or attendee to disconnect his/her videoconferencing equipment at the conclusion of the call.
Service Security. Precision Videoconferencing Solutions
utilizes industry-accepted measures and standards to maintain the security and
confidentiality of Customer’s content and personally identifiable information.
Precision Videoconferencing Solutions hosts Customer content and information on
a server that is secured by an authentication scheme and a firewall. Customer
acknowledges and agrees that Precision Videoconferencing Solutions cannot
prevent and, therefore, is not responsible for inadvertent security breaches.
Precision Videoconferencing Solutions cannot and does not warrant or guarantee
that third parties will not intercept, interfere with, or access in an
unauthorized manner, information or communications sent or received as part of
the Services. Use of conference recording or taping any use of the Services by
Customer may subject Customer to State or Federal laws or regulations (e.g.,
regarding the notification to participants of the use of these features).
Precision Videoconferencing Solutions does not assume the responsibility for any
required notification to any conferencing participants of the Services.
Facility
Rentals
Precision
Videoconferencing Solutions offers facility rentals at it's Littleton, Colorado
location. Time is scheduled in hourly blocks and is invoiced for the time
scheduled. Rates are based on time of day - 8:00am - 5:00pm M-F is
considered "business Hours". If actual conference goes less than
the scheduled time, customer will be billed for the TIME SCHEDULED, NOT THE
ACTUAL CONFERENCE LENGTH. This is because we are unable to rent our
facility to another client, if the time has already been booked.
Cancellations within 24hrs - 100% total charges. Cancellations within 48hrs - 50% total charges. $50 scheduling fee applies for all domestic
cancellations. $150 scheduling fee applies for all international cancellations. $75 scheduling fee for Network Affiliate VC Suites supplied by Precision Videoconferencing Solutions. Additional scheduling fees may apply for location and/or time changes. Precision Videoconferencing Solutions is not responsible for delays, postponements or cancellations of videoconferences due to unforeseen circumstances.Payments,
Charges and Taxes
Payments and Charges.
After each conference, Precision Videoconferencing Solutions will invoice
Customer for the total cost of all Services. Payment will be due ten (10) days
from date of invoice. Unpaid invoices will be subject to a monthly service
charge of 21% of the outstanding balance or the maximum legally allowable
interest rate, whichever is lower. Customer must notify Precision
Videoconferencing Solutions of any disputed charges within ten (10) days from
the date of the invoice, otherwise Customer will be deemed to agree to such
charges and Precision Videoconferencing Solutions will not be subject to making
adjustments to charges or invoices.
Unpaid Charges.
In the event charges due are not paid in
full, for any reason, within fifteen (15) days from the Invoice date, Precision
Videoconferencing Solutions shall have the right to suspend all or any portion
of the Services until such time as all undisputed charges and applicable late
fees have been paid. Following such payment, Precision Videoconferencing
Solutions may reinstate Services to Customer only upon satisfactory assurance of
Customer’s ability to pay for Services, including modified payment terms such
as prepayment and COD terms. Such suspension shall not relieve Customer of
payment liability accrued through the date of such suspension, and shall not
relieve Customer of any applicable MAC.
Taxes. All rates provided to Customer do not include taxes. Customer
shall pay all applicable federal, state, county, local or other governmental
taxes, fees, duties, tolls, surcharges or other charges now or hereafter imposed
that are attributable to the Services and included on Customer’s invoices.
Trademarks and Trade Names. Other than use of materials and
point-of-sale items supplied by Precision Videoconferencing Solutions, Customer
has no right or license to use any of the trademarks or trade names owned by,
licensed to or associated with Precision Videoconferencing Solutions (the
“Marks”) without express written consent from Precision Videoconferencing
Solutions. Despite prior approval, Customer will immediately cease using the
Marks upon notice from Precision Videoconferencing Solutions. Any use by
Customer of the Marks other than as described above will constitute a breach of
these Terms and Conditions for which, in additional to any other remedies
available at law or in equity, Precision Videoconferencing Solutions may
terminate the Customer’s accounts.
Responsibility For Your Account. Customer is responsible for all uses
of the Services in association with Customer’s account, whether or not
authorized by Customer. Customer is responsible for maintaining the
confidentiality of Customer’s account and owner numbers and necessary
conference codes, passwords and personal identification numbers used in
conjunction with the Services. Precision Videoconferencing Solutions does not
sell products or services for children. Customer will not allow children under
18 to use the Services without the involvement of a parent or guardian. Customer
agrees to immediately notify Precision Videoconferencing Solutions of any
unauthorized use of Customer’s account of which Customer becomes aware.
Other
than using the Services for conferences or meetings in which Customer is an
active participant and as permitted under the Terms and Conditions, Customer may
not rent, lease, resell, distribute, make any commercial use of, use on a
timeshare or use to operate a web site or otherwise generate income from the
Services. Customer may not reverse engineer, modify, decompile, translate, or
otherwise attempt to derive source code from Precision Videoconferencing
Solutions or any software provided thereon.
Responsibility for Content of Communication.
Customer is the sole owner of content and is solely responsible for the content
of all conference communications (visual, written or audible) using Customer’s
account. Customer shall comply with all laws while using the Services and shall
not transmit any communication, which would violate any laws, court order, or
regulation, or would likely be offensive or injurious to the recipient. Customer
will not use Services to send unsolicited mass mailings, surveys, pyramid
schemes, chain letters, or contests to any person who has not given specified
permission to be included in such a process (commercial or otherwise). Customer
agrees not to use the Services to: a) engage in activities that are illegal,
obscene, fraudulent, abusive, obscene or harmful to minors, unlawfully
threatening, defamatory, trade libelous, invade privacy, infringe intellectual
property rights, or otherwise injure third parties or are objectionable; b) in
any way that damages Precision Videoconferencing Solutions’ property or
interferes with or disrupts Precision Videoconferencing Solutions’ system or
other users or c) communicate any message or material that is otherwise unlawful
that would give rise to civil liability, is defamatory or that constitutes or
encourages conduct that could constitute criminal offense under any applicable
law or regulation. Although Precision Videoconferencing Solutions is not
responsible for any such communications, Precision Videoconferencing Solutions
may suspend any such communications of which Precision Videoconferencing
Solutions is made aware. Customer acknowledges and agrees that Precision
Videoconferencing Solutions does not control or monitor Customer’s content nor
guarantee the accuracy, integrity, security or quality of Customer’s content.
For conferences conducted utilizing any recording feature of the Service,
Customer is responsible for and obligated to provide notification to the
Participants prior to commencement of said conference that this is a
"recorded session".
Limited Warranty.EXCEPT AS OTHERWISE PROVIDED HEREIN, (A)
CUSTOMER UNDERSTANDS AND AGREES THAT PRECISION VIDEOCONFERENCING SOLUTIONS’
SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE”; (B) PRECISION
VIDEOCONFERENCING SOLUTIONS EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND,
EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT; (C)
PRECISION VIDEOCONFERENCING SOLUTIONS MAKES NO WARRANTY OR REPRESENTATION
REGARDING ANY INFORMATION, MATERIALS, GOODS OR SERVICES OBTAINED THROUGH
PRECISION VIDEOCONFERENCING SOLUTIONS’ SERVICES OR WEBSITES, OR THAT PRECISION
VIDEOCONFERENCING SOLUTIONS’ SERVICES WILL MEET ANY CUSTOMER REQUIREMENTS, OR
BE UNITERRUPTED, TIMELY, SECURE OR ERROR FREE; (D) USE OF PRECISION
VIDEOCONFERENCING SOLUTIONS’ SERVICES AND WEBSITE ARE AT CUSTOMER’S SOLE
RISK; (E) PRECISION VIDEOCONFERENCING SOLUTIONS IS NOT LIABLE FOR ACTS OR
OMISSIONS OF OTHER SERVICE PROVIDERS, FOR INFORMATION OR CONTENT OF
COMMUNICATIONS, THIRD PARTY SERVICES, NETWORK FAILURE, EQUIPMENT FAILURE OR
MODIFICATION, OR CAUSES BEYOND PRECISION VIDEOCONFERENCING SOLUTIONS’
REASONABLE CONTROL AND (F) CUSTOMER WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO
CUSTOMER RESULTING FROM THE USE OF SERVICES OR WEBSITE OTHER THAN AS A RESULT OF
PRECISION VIDEOCONFERENCING SOLUTIONS’ GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.
Because some states and jurisdictions do not allow limitations on or the
disclaimer of implied warranties, the above limitation shall be applied to
provide the minimum warranty period or scope allowed by the applicable law.
Limitation of Liability. TO THE MAXIMUM EXTENT PERMITTED BY
APPLICABLE LAW, IN NO EVENT WILL PRECISION VIDEOCONFERENCING SOLUTIONS, OR ITS
SUPPLIERS OR AFFILIATES, BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY,
OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING WITHOUT LIMITATION, DAMAGE FOR
LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR ANY
OTHER PECUNIARY LOSS) ARISING OUT OF, OR RESULTING FROM THE SERVICES WHETHER
ARISING IN TORT (INCLUDING NEGLIGENCE), CONTRACT OR ANY OTHER LEGAL THEORY, EVEN
IF PRECISION VIDEOCONFERENCING SOLUTIONS HAS BEEN ADVISED OF THE POSSIBILITY OF
SUCH DAMAGES. IN ANY CASE, PRECISION VIDEOCONFERENCING SOLUTIONS’ MAXIMUM
CUMULATIVE LIABILITY AND CUSTOMER’S EXCLUSIVE REMEDY FOR ANY CLAIMS WHETHER IN
CONTRACT OR TORT OR OTHERWISE, ARISING OUT OF OR RELATED TO SERVICES OR THESE
TERMS AND CONDITIONS WILL BE LIMITED TO THE AMOUNT ACTUALLY PAID BY CUSTOMER TO
PRECISION VIDEOCONFERENCING SOLUTIONS FOR THE SERVICES DURING THE YEAR
IMMEDIATELY PRECEDING ANY SUCH LIABILITY.
Indemnification. Customer shall indemnify, defend and hold
Precision Videoconferencing Solutions harmless from any and all claims, actions,
suits, proceedings, costs, expenses, damages and liabilities, including
reasonable attorneys’ fees, which arise out of or result from Customer’s use
of the Service except those resulting from the negligence of Precision
Videoconferencing Solutions or a breach by Precision Videoconferencing Solutions
of these Terms and Conditons. Precision Videoconferencing Solutions shall
indemnify, defend and hold Customer harmless from any and all claims, actions,
suits, proceedings, costs, expenses, damages and liabilities, including
reasonable attorneys’ fees, which arise out of or result from the negligence
of Precision Videoconferencing Solutions or a breach by Precision
Videoconferencing Solutions of these Terms and Conditions. The party seeking
indemnification with regard to any claim must: (i) notify the indemnifying party
promptly in writing, not later than 30 days after the party receives notice of
the claim, or sooner if required by applicable law; (ii) relinquish all control
over the defense of the claim to the indemnifying party; and (iii) provide the
indemnifying party with all assistance reasonably requested in defense of the
claim. The indemnifying party shall have the right to compromise and settle the
claim by the payment of money damages, but in no event shall the indemnifying
party have the right to bind the indemnified party to any ongoing performance or
other equitable relief in settlement of the claim.
Confidentiality. Precision Videoconferencing Solutions and the
Customer agree to hold all Confidential Information of the other party in strict
confidence. Confidential Information shall mean information that derives
economic value, actual or potential, from not being generally known to, and not
being readily ascertainable by proper means by, other persons who can obtain
economic value from its disclosure or use (“Confidential Information”).
Confidential Information includes, without limitation, business plans; business
strategies; marketing plans; industry and competitive information; technology,
product and proposed product information; pricing and pricing arrangements and
agreements; discount schedules; employee information; and financial information.
Confidential Information may be written, oral, expressed in electronic media or
otherwise disclosed, and may be tangible or intangible. A party is not required
to specifically identify Confidential Information as such.
This
confidentiality obligation shall not apply to any information (i) independently
developed by a party, (ii) generally available to the public other than by a
party's breach of these Terms and Conditions, (iii) already known by a party at
time of disclosure to that party, or (iv) rightfully received from a third party
without restriction on disclosure or an obligation of confidentiality running
directly or indirectly to the other party. The parties agree that all
Confidential Information shall be disclosed only to those employees and other
persons on a need-to-know basis and who agree to be bound by these
confidentiality restrictions.
The
covenants of confidentiality and restrictions on use of Confidential Information
shall apply during the Term of this relationship and for three (3) years after
the termination or expiration of this relationship, except for trade secrets, as
to which they shall apply for the period of time that such information retains
its status as trade secrets under applicable law or for three (3) years
following termination or expiration, whichever period is longer.
Export and Import Control Laws and Regulations.
Customer agrees and acknowledges that the Services are subject to controls under
the Export Administration Regulations promulgated by the U.S. Department of
Commerce. Customer agrees that it will not export or re-export the Service in
any form in violation of the export laws of the
Miscellaneous
Any failure of a party to comply with any obligation, covenant, agreement or
condition herein may be expressly waived in writing by the other party, but such
waiver or failure to insist upon strict compliance with such obligation,
covenant, agreement or condition shall not operate as a waiver of, or estoppel
with respect to, any subsequent or other failure.
These
Terms and Conditions shall be governed by, and construed and enforced in
accordance with the laws of the State of
Should
any part, term or provision of these Terms and Conditions be declared invalid,
void or unenforceable, then such provision shall be construed, as nearly as
possible, to reflect the intentions of the parties with all terms and provisions
remaining in full force and effect.
Neither
party will be responsible for failure of performance due to causes beyond its
reasonable control. Such causes include (without limitation) acts of terrorism,
wars, hostilities, revolutions, riots, civil commotion, national emergency,
fire, flood, force of nature, explosion, embargo, accidents, acts of God, labor
disputes, action of any governmental agency, a malfunction of a third party’s
telephone lines, equipment or services which is necessary to provide the
Services, or stability or availability of the Internet, or portion thereof.
Except
as otherwise expressly provided herein, all remedies provided for in these Terms
and Conditions shall be cumulative and in addition to and not in lieu of any
other remedies available to either party at law, in equity, or otherwise.
Customer
authorizes Precision Videoconferencing Solutions’ monitoring including
recording of calls for the purposes of quality assurance and Customer further
consents to Precision Videoconferencing Solutions’ use of automatic dialing
equipment to contact Customer. Precision Videoconferencing Solutions’
performance of the Services is subject to existing laws and legal process, and
nothing contained in these Terms and Conditions is in derogation of Precision
Videoconferencing Solutions’ right to comply with governmental, court and law
enforcement requests or requirements relating to your use of Precision
Videoconferencing Solutions’ Website, the Services or information provided to
or gathered by Precision Videoconferencing Solutions with respect to such use.
Customer
and Precision Videoconferencing Solutions are independent contractors, and no
agency, partnership, joint venture, employee-employer or franchisor-franchisee
relationship is intended or created by this these Terms and Conditions.
Neither
party shall be deemed to have waived any right or remedy unless such waiver is
made expressly and in writing.
Our
Corporate Address
Precision Videoconferencing Solutions
Phn
(720) 214-2347
Fax (720) 214-2348