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Legal Necessity Both Zing and Zing's customers are contractually bound by the Terms of Service and the Acceptable Use Policy.
Terms Of Service What This Document Is This document contains your Terms of Service. It is an agreement made between you and Zing, LLC ("Zing"), 5836 Lenox Rd, Lisle, IL, 60532-3157, explaining the rights and responsibilities of Zing and Zing’s customers and shall be effective upon the completion of a successful installation and shall remain in effect as per page one, section II as “term” of contract.
By ordering Internet service from Zing, or by using the Zing provided Equipment or Service, you accept the terms and conditions contained in this Agreement and agree to comply with its requirements. Zing is also bound by this agreement, although we have the right to update the terms of service and other policies. We have done our best to make this document and the other Zing policies understandable. However, sometimes it is necessary to include strict legal language.
The section headings are there for your convenience.
Definitions "Customer" or "you" ("your," "yourself") means a person, a corporation, or other legal entity who contracts to use the Zing Service, agreeing to pay for service and installation of equipment.
"User" means you (the customer) and anyone else who uses your Zing service and equipment.
"Service" means basic network access from your premises to the Internet and transport of data via a wireless modem as provided by Zing.
"Equipment" means certain software, a data outlet (if necessary), a wireless modem, and any other Zing-supplied equipment necessary to provide the Service.
"Zing" or "we" ("us," "our") mean Zing, Inc., 5836 Lenox Rd, Lisle, IL, 60532-3157 (ZingInternet.com).
Scope of This Agreement This Agreement shall be governed by, construed under, and enforced in accordance with, the laws of the state of Illinois. In the event of a conflict between this Agreement and any applicable tariff, the tariff shall prevail. If any provision of this Agreement shall be held to be invalid or unenforceable, the validity and enforceability of the remaining provisions of this Agreement shall not be affected thereby. This Agreement, which incorporates by reference the Zing Acceptable Use Policy embodies the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements and understandings, whether written or oral, and all contemporaneous oral agreements and understandings relating to the subject matter hereof. Zing may amend the terms and conditions of this Agreement by giving you thirty (30) days’ notice. This notice may be in writing or may appear online. For Customers with a term commitment, pricing and capacity will not change during the initial term. This Agreement is subject to modification by any authorized regulatory agency. Zing may assign this Agreement without limitation, but you may not assign this Agreement without Zing’s prior written consent. This Agreement shall be binding on the parties hereto and their respective personal and legal representatives, successors, and permitted assigns
Your Responsibilities You agree to purchase Internet service from Zing, in accordance with the terms and conditions of this Agreement. You have certain responsibilities as a party to this agreement. Another section describes Zing’s responsibilities. · You acknowledge that you accept this Agreement on behalf of yourself, your users, and all persons who use the Equipment and/or the Service through your computer(s). · You have sole responsibility for ensuring that all other users understand and comply with the terms and conditions of this Agreement. · You acknowledge and agree that you are solely responsible and liable for any and all breaches of the terms and conditions of this Agreement, whether such breach is the result of use of the Service and/or Equipment by you or by another user of your computer(s). · You agree to use your Zing wireless broadband service from your own premises only. · You agree to provide Zing with accurate and complete billing information, including your legal name, address, and telephone number. If your address, phone number, name, or other billing information changes, you will notify us of the changes within 30 days. · By ordering and paying for a Zing account, or by using the Zing service, you affirm that you are 18 years of age or older, or that you have parental or guardian consent to use the service.
Zing’s Responsibilities Zing has certain responsibilities as a party to this agreement. Another section describes your responsibilities.
· Zing agrees to provide you with the Service and the Equipment, providing that you comply with all of the terms and conditions of this Agreement. We also agree to maintain the Equipment provided by Zing, and repair or replace it if necessary. · We will do our best to provide uninterrupted Internet connectivity. However, like any other Internet service provider, the Service may experience temporary slowdowns or interruptions caused by: · Overload · Abuse · Equipment modifications, upgrades, relocations, or repairs, and similar activities necessary for the proper operation of the Service · Disasters (please read about "force majeure") · Zing will provide basic instructions on how to use the Service. These instructions may also appear on the Zing website. You are also entitled to technical support for the Zing provided Equipment or Service via phone or email. Technical support for operating systems, your personal hardware, or software not provided by Zing is billable at the then-current rate. · If Zing wireless broadband Service cannot be made to work at your location because of distance, hills, trees, or any other cause, you will be refunded 100% of any payments you have made to us, subject to this agreement. You must return the equipment in good condition. Zing has no other liability if your location proves impossible to provide the Service for.
Provision of Services Company will provide services on its computing and network systems and also provide the installation of necessary equipment (which includes but is not limited to radio, cable, lightning protection, antennas & standard mounting equipment) to Subscriber in exchange for payment of fees and compliance with the terms and conditions of this agreement. Company’s services are defined as access to the global Internet, and maintenance of equipment needed to provide that connection.
Paying for Your High-Speed Broadband Internet You will pay Zing the monthly rate and other fees and charges associated with the Service and the Equipment, including applicable sales taxes, as established from time to time by Zing. There may be different rates established for different Service Levels.
You acknowledge that you may incur additional charges while using the Service. If you make purchases over the Internet, those transactions are between you and the seller, and have nothing to do with your relationship with Zing.
Price Zing reserves the right to modify the rates, fees and charges at any time. You have the right to be notified of price changes at least 30 days before the new rate takes effect. If you have a 1-year or longer agreement with Zing, rates will not increase or service levels will not be reduced during the contract period. Zing may reduce the price, increase connection speed or capacity, or add additional services at any time for any defined Service Level.
For Monthly Billing Customers Payment is due on the 1st of each month, for the following month’s service. Subscriber shall be billed on 10th of each month for the following month’s service (for example, January 10th bill is due February 1st for February service. A thirty-dollar ($30.00) late payment fee shall be assessed on any account not paid within fifteen (15) days of due date.
Credit Card Payment Zing will charge your credit card periodically as agreed when you signed up for the service. Invoicing will be done on the same schedule as for Monthly Billing Customers. Payment will be deemed made when received by Zing
Accounts remaining unpaid for thirty (30) or more days past the due date shall be deemed delinquent. Delinquent accounts shall accrue interest at 2% per month on all outstanding amounts until paid. Delinquent accounts shall be placed on "accounting hold" and all services to the Subscriber shall be suspended until the account is paid in full. For any subscriber account that has been placed on suspended service there shall be due a Fifty Dollar ($50.00) reconnection charge to reactivate Subscriber's services.
Accounts remaining unpaid for sixty (60) or more days past the due date are subject to collection and will continue to accrue interest and be liable for any legal fees. Accounts may be cancelled, all subscriber data deleted, and equipment recovered from the customer site. In this case, all monthly payments or term cancellation fees plus interest and collection costs remain due.
A service charge, up to $25, will be assessed for each check that is returned to Zing for insufficient funds. Payment will be deemed made when received by Zing.
Term This Agreement becomes effective on the date on which you order Zing Service. However, there are no charges other than your deposit due until you are online with your Zing account. The date you successfully go online through Zing is your start-of-service date. This agreement remains in effect for the length of your term agreement, usually 1 or more years. This agreement continues on a month-to-month basis following the expiration of any term agreements until such time as your Zing account is closed by you or by Zing. Following the expiration of any term agreements, prices and services are subject to change as in section “Price”, above.
Credit for down time Although we intend to maintain your connectivity at all times, you have the right to be credited if through our negligence you lose connectivity via Zing for more than 24 hours. In such a case, we will credit you with 1/30 of the monthly charge for each twenty-four hour period from the time of notice of interruption until Service restoration. · The 24 hours must be continuous. You cannot add up shorter periods. · To receive credit you must notify Zing that your service is not working. Most types of outage do not qualify for credit. Please read the next subsection for more information.
Events that don’t qualify for credit Most temporary service outages do not qualify for credit. · You will not get credit for problems in the Service caused by your own or others’ negligence or willful act (except as provided above) or for problems caused by weather or disaster-like situations. Please see Force Majeure. "Willful acts" include system failures caused by viruses, "hacking," "cracking," and other forms of remote malice. · You will not get credit for loss of connectivity caused by technicians working to modify or repair Zing's equipment. · You will not get credit for interruptions of service less than 24 hours long. · You will not get credit for not using your Service.
If you believe that Zing has billed you in error, you must contact us by email at billing@ZingInternet.com or call us within 60 days of the invoice or transaction date of the charge. Refunds or adjustments will not be given for any charges more than 60 days old.
Deposit A deposit is due at the time of site survey in order to schedule installation. This deposit is credited to your initial installation fee. At this time Zing does not require a service deposit. However, we reserve the right to collect a deposit from you as security for your performance of all of your obligations under this Agreement. Some types of accounts may always require a deposit.
What happens if you break this agreement ("default") If you default (break this agreement), Zing may temporarily suspend or permanently close some or all of your Service. Zing alone makes this decision. Suspending or closing your service does not limit Zing’s remedies or incur any liability to you (that is, we do not have to credit you for down time if you lose access because you defaulted). "Default" means failure on your part to comply with this Agreement. This includes getting behind on payments and breaking the provisions of this agreement or the associated policies, but is not limited to these situations.
If you use your own equipment with Service provided by Zing in violation of any of the provisions of this agreement, Zing will notify you and take such action as is necessary for the protection of the Service for use by its other customers. This may include discontinuing your Service.
Zing reserves the right to charge a reconnect fee for any discontinued Service that is subsequently reconnected.
Closing Your Account To close your account with Zing, you must notify us via email, fax, or letter. To add services or close an account, you must identify yourself to Zing's satisfaction. This is to protect you from someone else making changes to your account. Requests received by Zing prior to close of business on the fifteenth (15th) day of the month shall have a termination date of the first day of the month following the receipt of the termination request. Termination requests received by Company after the close of business on the fifteenth day of the month through the end of that month shall have a termination date of the first day of the second month following the date of receipt. Any Agreement terminated under this provision shall be subject to a termination fee, which shall equal fifty percent (50%), of the remaining monthly fees due under this Agreement from the date of termination to the end of the Agreement term plus a $100 de-installation fee. In the event of termination under this provision by a Subscriber all amounts remaining due and owing to Company including aforesaid termination fees, shall be due prior to account termination. Accounts without paid termination fees will be considered active and all contracted service fees remain in effect.
You agree that upon termination of this Agreement:
· You will allow Zing employees or contractors to access your premises to remove the Equipment. This may mean coming in your house and climbing on your roof. We agree to arrange a time that is convenient for you. or, · You will return all of the Equipment to Zing. Not returning the equipment in good condition is considered a default. · Credit for closed accounts Your setup and installation fees are non-refundable. You will always be refunded at the rate you paid. That is, if you pay a discounted rate, you will be refunded at the discount level, not at the standard level.
Force Majeure (Disasters, Etc.) Neither you nor Zing is liable for any delay or failure in performance of any part of this Agreement caused by any event beyond your (our) control and without your (our) fault or negligence.
These events include, but are not limited to, the kinds of situations known legally as "Force Majeure." Force Majeure refers to a number of situations that could affect you and Zing in performing your obligations:
· acts of civil or military authority · terrorist acts · nuclear accidents · inability to secure transportation facilities, hardware or software products, or services of other persons · government regulations · riots · strikes · acts or omissions of transportation or common carriers · embargoes · insurrections · extended power blackouts · natural disasters · epidemics · fires · severe weather conditions · environmental disturbances · war · explosions · legal and/or regulatory constraints ·
If a Force Majeure condition occurs, the party injured by the other party’s inability to perform has two options (detailed below). You (we) have 30 days to choose which one. If you do not inform Zing (or vice versa) of your selection within 30 days of being notified of a Force Majeure situation, the second option goes into effect. · You or Zing, whichever is the injured party, may terminate the Agreement if such Force Majeure condition results in a delay or failure to perform which continues for more than 30 calendar days · You or Zing, whichever is the injured party, may suspend the Service for the duration of the delaying cause and buy or sell a similar service. You may deduct the time you have contracted for with some other provider from the time you contracted for with Zing. Then, after the emergency is over, you may resume Zing service under your original agreement.
Standard Maintenance Company’s connection point ends at the LAN connection entering Subscriber’s computer or other network hardware. Any trouble beyond our network or equipment is the full responsibility of the Subscriber and their subsequent Network Administrator or vendor. Standard maintenance is limited solely to Company’s network and backbone connectivity. If your connection ceases to function properly after it has been tested and shown to be working, but Company’s network is still functioning properly, a technician will be sent to trouble shoot during normal business hours (9AM-5PM, Monday-Friday). If the problem is due to subscriber negligence, or any of those items listed in the “Not Covered by Standard Maintenance” section, standard hourly rates apply.
Equipment supplied by Zing Zing agrees to maintain the Equipment in working condition for the lifetime of this agreement. In case of Equipment failure, Zing will troubleshoot, diagnose, repair, or replace the Equipment within 24 hours. In some cases diagnosing and repairing equipment can take more than 24 hours. In those cases we will provide a loaner set of Equipment to you or apply service credit.
All equipment supplied by Zing, except for any item that you buy and pay for in full, remains the property of Zing. You may not mortgage, sell, transfer, lease, encumber, or assign all or part of the equipment. If you lose or break the equipment, or turn it over to someone else, you must pay Zing the full retail cost of the repair or replacement. If Zing spends money in the effort to get the equipment back, you must also pay those costs.
You will not modify, tamper with, or move the Equipment. If you need the equipment moved, call or send a request to Zing and Zing may be able to relocate the Equipment for you at a time that you and Zing agree on.
You authorize Zing and its employees, agents, contractors and representatives to enter your premises in order to install, maintain, inspect, repair, and remove the Equipment. Zing agrees to arrange a convenient time with you for these activities.
Your own computer equipment You are responsible for your own equipment that you use with the Zing service. For this agreement to be valid, your computer must meet minimum requirements (as determined solely by Zing). It must: · Be technically and operationally compatible with the Service. Zing's responsibility for your Internet connectivity stops at the downstream end of the Equipment. You are responsible for providing equipment capable of receiving and transmitting electronic data through a standard Ethernet port. · Be compliant with applicable Federal Communications Commission rules and regulations.
Home networks You may access the Internet via Zing from secondary computers on a home network within the limits of the Acceptable Use Policy. Your home network is not part of your Zing Service or Equipment. By accepting this agreement, you explicitly acknowledge that Zing will not provide technical support for equipment or software that is not part of the Zing Service or Equipment as part of the standard service. Network services are available and billable at the standard hourly rate.
Allowing someone to connect to your home network from outside your premises and use your Zing service is strictly prohibited. If you do this, we will close your account. See the AUP.
Backing up your data before installation or repair There is an extremely remote possibility that the installation, use, inspection, maintenance, repair, and removal of the Zing Equipment may result in damage to your computer. You therefore agree to back up all existing computer files by copying them to another storage medium before installation of the Equipment. Zing has no liability whatsoever for any damage to or loss or destruction of any of your equipment, software, files, data, or peripherals.
Not Covered by Standard Maintenance Maintenance, repair or replacement of parts damaged or lost through act of God, catastrophe, accident, lightning, neglect, misuse, transportation, theft, fault or negligence of Subscriber or causes external to the wireless system, such as, but not limited to: failure of, or faulty, electrical power or air conditioning; operator error or malfunction of Subscriber computer and/or peripheral equipment not installed by Company; or from any cause related to or other than the intended and ordinary use. Antenna re-aiming due to obstructions such as trees or buildings, or storm related damage. Any re-aiming of antennas or reconstruction of tower/mast assemblies will be billed to the Subscriber at standard hourly rates and may be subject to equipment costs. Company is not liable for any damage to property as a result of above occurrences.
Warranties All Company owned equipment is the responsibility of the Company, and as such will be repaired or replaced if defective through normal use. Any vandalism, abuse, or other non-standard use voids this warrantee, and Subscriber becomes responsible for all equipment costs. Entire Agreement: This Agreement constitutes the entire Agreement between the parties and no other representations or statements will be binding upon the parties. If any part of this Agreement is held to be invalid or unenforceable for any reason, the remaining terms and conditions of this Agreement shall remain in full force and effect.
Limitation of Liability ZING SHALL NOT BE LIABLE FOR INTERRUPTIONS CAUSED BY FAILURE OF EQUIPMENT OR SERVICE NOT PROVIDED BY ITS, FAILURE OF COMMUNICATIONS, POWER OUTAGES, OR OTHER INTERRUPTION NOT WITHIN THE COMPLETE CONTROL OF ZING, NOR SHALL ZING BE LIABLE FOR PERFORMANCE DEFICIENCIES CAUSED OR CREATED BY YOUR OR YOUR USERS’ EQUIPMENT. YOU (THE CUSTOMER) AND YOUR USERS HEREBY RELEASE ZING FROM LIABILITY ARISING FROM ANY CONTENT ACCESSED VIA THE SERVICE. ZING’S PERFORMANCE UNDER THIS AGREEMENT SHALL BE EXCUSED IN CASE OF LABOR DIFFICULTIES, GOVERNMENTAL ORDERS, CIVIL COMMOTIONS, ACTS OF GOD, OR OTHER CONDITIONS OR CIRCUMSTANCES BEYOND ITS REASONABLE CONTROL. ZING SHALL NOT BE LIABLE IF CHANGES IN OPERATION, PROCEDURES, OR SERVICES REQUIRE MODIFICATION OR ALTERATION OF YOUR (THE CUSTOMER'S) OR YOUR USERS’ EQUIPMENT, RENDER THE SAME OBSOLETE, OR OTHERWISE AFFECT ITS PERFORMANCE. IN NO EVENT SHALL ZING BE LIABLE FOR ANY INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LOSS OF BUSINESS OR BUSINESS OPPORTUNITY, LOSS OF USE, ETC. THE LIABILITY OF ZING FOR ACTUAL PROVEN DAMAGES FOR ANY CAUSE WHATSOEVER, INCLUDING BUT NOT LIMITED TO ANY FAILURE OF OR DISRUPTION OF SERVICE, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT OR IN TORT OR OTHERWISE, INCLUDING NEGLIGENCE, SHALL BE LIMITED TO AN AMOUNT EQUIVALENT TO CHARGES PAYABLE BY YOU (THE CUSTOMER) UNDER THIS AGREEMENT FOR THE SERVICE DURING THE PERIOD SUCH DAMAGES OCCUR. ZING MAKES NO OTHER WARRANTIES OR REPRESENTATIONS, EITHER EXPRESS OR IMPLIED, CONCERNING THE SERVICE, AND EXPRESSLY DISCLAIMS WARRANTIES OF FITNESS FOR A PARTICULAR USE OR PURPOSE, THE WARRANTY OF MERCHANTABILITY, AND ANY OTHER WARRANTY IMPLIED BY LAW. WITHOUT LIMITATION OF THE FOREGOING, ZING SHALL HAVE NO LIABILITY WHATSOEVER FOR ANY CLAIMS, LOSSES, ACTIONS, DAMAGES, SUITS, OR PROCEEDINGS ARISING OUT OF OR OTHERWISE RELATING TO THE FOLLOWING CIRCUMSTANCES: · Eavesdropping. Zing uses an encryption technology to transmit data. Even so, there is a slight risk that you could be subject to "eavesdropping." This means that other parties may be able to access, monitor, and/or decode your traffic. This risk of eavesdropping exists not only over Zing’s network, but also on the Internet and all other electronic data networks. Because of this risk, you should not send any sensitive or confidential information, such as credit card numbers or other financial information, medical information, or trade secrets, over the network except via secure technologies such as SSL (secure, encrypted web pages). Any information you send over the network is sent at your sole risk. Email is not secure unless encrypted, and sometimes not even then. · Home Networks. Your home network is not part of your Zing service. Any security risks associated with your wireless or wired home network are independent of the Service. Zing has no responsibility for the security or operation of computer equipment other than the Zing Equipment. · FTP/HTTP Server Setup. If you install an FTP server or an HTTP server on a computer connected to the Internet, other people may be able to gain access to your computer. If you run any such applications, you must take the appropriate security measures. Zing reserves the right to limit the use of server software.
Zing has a right to claim economic damages from you if you violate the Zing Terms of Service or its associated policies and cause Zing significant economic harm.
Indemnity You and your users shall indemnify and hold harmless Zing from and against any loss, cost, claim, liability, damage, or expense (including reasonable attorneys’ fees) to third parties, relating to or arising from the use of the Service by you, your users, or others using your access, whether or not you know of or have authorized such access or use, including, without limitation, claims for libel, slander, invasion of privacy, infringement of copyright, patent infringement (where you or your users have used, connected, or combined the Service with the products or services of others), negligence, or tortious behavior.
Intellectual Property Ownership of Newly Developed Systems All past, present, and future computer programs, software, drawings, diagrams, specifications, and other materials licensed or developed by Zing or its suppliers, in connection with delivering the Service, whether or not developed at your specific request, remain the property of Zing. You do not acquire sublicense or rights in these items by virtue of this Agreement or the provision of the Service.
Service Marks and Trade Names Except as specifically set out in this Agreement, nothing in this Agreement shall grant, suggest, or imply any authority for you or Zing to use the name, trademarks, service marks, or trade names of the other party for any purpose whatsoever. If either you or Zing intend to use the other’s corporate or trade name, logo, trademark, or service mark in any kind of published material, you must show the proposed use to the other party and get their approval in writing before you publish or release the material. This requirement covers advertising, sales promotions, press releases, or other publicity matter relating to this Agreement.
Dispute Resolution Both you and Zing desire to resolve disputes arising out of this Agreement without litigation. Accordingly, except for action seeking a temporary restraining order or injunction related to the purposes of this Agreement, or suit to compel compliance with this dispute resolution process, you and Zing agree to use the following alternative dispute resolution procedure as the sole remedy with respect to any controversy or claim arising out of or relating to this Agreement or its breach.
At a written request, you and Zing will appoint a knowledgeable, responsible representative to meet and negotiate in good faith to resolve any dispute arising under this Agreement. Both parties intend that business representatives who are not lawyers conduct these negotiations. The location, format, frequency, duration, and conclusion of these discussions shall be left to the discretion of the representatives. Upon agreement, the representatives may use alternative dispute resolution procedures such as mediation to assist in the negotiations.
Discussions and correspondence among the representatives for purposes of these negotiations shall be treated as confidential information developed for purposes of settlement, exempt from discovery and production, which shall not be admissible in the arbitration described below without the concurrence of all parties. Documents identified in or provided with such communications that are not prepared for purposes of the negotiations are not so exempted and may, if otherwise admissible, be admitted in evidence in the arbitration.
If the negotiations do not resolve the dispute within 60 days of the initial written request, the parties shall submit the dispute to binding arbitration before a single accredited arbitrator (pursuant to the Commercial Arbitration Rules of the American Arbitration Association). You or Zing may demand such arbitration in accordance with the procedures set out in those rules. Discovery in such arbitration shall be controlled by the arbitrator.
The arbitration hearing shall be commenced within 120 days of the demand for arbitration. The arbitration shall be held in DuPage County, IL. The arbitrator shall control the scheduling so as to process the matter expeditiously. The parties may submit written briefs. The arbitrator shall rule on the dispute by issuing a written opinion within 30 days after the close of hearings. The times specified in this section may be extended upon mutual agreement of the parties or by the arbitrator upon a showing of good cause.
Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction. You and Zing will each bear your own costs of these procedures. Anyone seeking discovery will reimburse the other party for the costs of production of documents, which includes search time and reproduction costs.
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