Surpha - Service Agreement

Surpha Service Agreement

Read this Service Agreement carefully before signing-up or using the Surpha services.

Introduction. Surpha provides internet access, managed VoIP communications services, and other data transport services ("Service") to clients registered with the service who pay a monthly fee ("Client") or who are using minimal or other free services ("Visitor"). By registering with Surpha or using Services you agree to be bound by this agreement, our Acceptable Use Agreement, and all other schedules listed at the end of this document ("Agreement"). If you do not agree to this Agreement, you must stop using the Service and terminate your account as specified in Section 10.

1.	Eligibility. You must be 18 years old or older and able to enter into legally binding contracts to be a Client.
2.	Fees. Surpha reserves the right to add or modify rates, subscription fees, and surcharges at any time upon a thirty (30) day written notice. Notice may be given through the Surpha web site, through e-mail to your currently registered e-mail account, or through conventional mail to your currently registered address ("Notice").
3.	Billing.
	a.	Condition. Service is paid for in advance ("pre-paid"). Service is paid in whole month increments. Charges are billed monthly to Client's credit/debit card as applicable, unless other arrangements are made in advance. Credit/debit cards are automatically charged up to ten (10) days prior to the beginning of the service period. Surpha is not responsible for any charges or expenses (e.g., for overdrawn accounts, exceeding credit card limits, etc.) resulting from charges billed by Surpha.
	b.	Information. Client must (i) provide Surpha with accurate and complete billing information including legal name, address, e-mail address, telephone number, and credit card/billing account information, and (ii) report to Surpha all changes to this information prior to the next affected billing date. Client is responsible for keeping their account information current.
	c.	Late or Non Payment. It is the Client's responsibility to ensure payment is received on time. Delinquent accounts may be suspended or canceled at Surpha's sole discretion; however, charges will continue to accrue through the end of agreed term (see Section 9) and service is terminated per Section 10. One or more of the following fees may also be applicable: (i) Late Fee. Surpha will charge the greater of $20 or 10% of the late invoice balance. (ii) Reconnect Fee. Surpha will charge an applicable fee to reconnect suspended or disconnected services. (iii) Bounced or Returned Check Fee. A bounced check fee of $30, or the maximum allowed by law, will be charged for any returned or bounced check. (iv) Interest. Surpha will charge a one and one half percent (1½ %) per month fee, or the maximum allowed by law, on all outstanding balances. This fee is computed against all delinquent balances on a daily basis from the due date until Surpha is paid in full. (v) Collections. Surpha will also be entitled to collect from Client any and all additional legal and collection costs incurred by Surpha in attempting to collect outstanding balances and the related fees as described herein.
	d.	Inquiries. Clients having questions regarding charges to an account should contact Surpha's Customer Service Department by using the online contact form at www.surpha.com/Contact.aspx (preferred) or by calling (801) 229-1190. All charges are considered valid unless disputed in writing within sixty (60) days of the billing date. Adjustments will not be made for charges that are more than 60 days old.
4.	Service Sharing. Client may not sublease, resell, give away, or share Service (a.) to persons not directly employed by Client, or (b.) to locations beyond the Client's premises where the Service is installed without the express written permission of Surpha.
5.	Fraud. Furnishing false information on official communications and agreements with Surpha (e.g., signup forms, contracts, application, etc.), including fraudulent use of credit card numbers, is grounds for immediate termination, and may subject Client and/or the offender to civil or criminal liability.
6.	Monitoring. Surpha has no obligation to monitor the Services, but may do so if Surpha, in its sole discretion, believes that it is reasonable to do so, including satisfying laws, regulations, or governmental or legal requests; operating the Services properly; or protecting itself and its Clients. Please see our Privacy Statement.
7.	Agreement Modification. Surpha reserves the right to modify this Agreement at any time. Modifications to this agreement become effective thirty (30) days after either posting changes to the Surpha web site or sending Notice.
8.	Information from Surpha. Periodically Surpha will need to contact or send information to Client. As such, Surpha reserves the right to send out e-mail to our client base at any time and for any reason. Surpha will use discretion when sending out e-mails soliciting new Services. Please see our Privacy Statement.
9.	Term of Agreement. Client has either a month-to-month ("Month-to-Month") service agreement or a term contract ("Term Contract") agreement.
	a.	Month-to-Month. Month-to-Month. Continued use of the Services constitutes acceptance of this Agreement and any future versions. If you are dissatisfied with the Services or any related terms, conditions, rules, policies, guidelines, or practices, your sole and exclusive remedy is to discontinue using the Services and, if you are a Client, to terminate your account as per Section 10.
	b.	Term Contract. Term Contract. The length of your service agreement ("Term") is specified in your written agreement with Surpha. If the physical address of your business where Service is delivered changes during the course of your Term and if Surpha is unable to deliver Service to the new location, then your Term will be one month beyond the month of the move or your original Term, whichever is less.
10.	Termination of Service by Client. Client may request termination of Service at any time by using the online contact form at www.surpha.com/Contact.aspx (preferred) or writing to Surpha Customer Service, 1503 N Technology Way, Orem, Utah 84097. Thirty (30)-day advance notice is required. No refund will be issued for unused service in the effective termination month unless covered under a written money-back guarantee. No refund will be issued for setup and installation fees unless covered under a written money-back guarantee. Sections 3, 5, 8, 12, and 13 of this Agreement shall survive termination of this Agreement. Early termination of a Term Contract will cause the account to be charged 75% of the remaining monthly fees at the time of termination.
11.	Suspension or Termination of Service by Surpha. Surpha has the right to suspend access to the Service immediately without Notice, upon any breach of this Agreement, or for any other reason within the sole discretion of Surpha, including non-payment by Client. Sections 3, 5, 8, 10, 12, and 13 of this Agreement shall survive termination of this Agreement by Surpha.
12.	Equipment owned by Surpha. Surpha retains ownership of Surpha-provided equipment on Client's premises unless otherwise specified in writing.
	a.	Client agrees to use reasonable care with any and all equipment owned and/or maintained by Surpha. Client will be charged for equipment that is determined to be damaged due to carelessness or malevolence (including, but not limited to, defacing, marking, writing on, and attaching stickers).
	b.	Customer will arrange to have all equipment owned by Surpha removed from the Client's premise and returned to Surpha shortly after termination is requested or mandated. In the event such equipment cannot be recovered, Client's account will be charged for equipment. Customer may request in writing that Surpha remove this equipment (additional charges may apply; please request a quote).
	c.	Customer agrees to hold Surpha harmless for damages or modifications caused by installation or removal of Surpha equipment associated with Surpha services.
	d.	Customer agrees that, at Surpha’s discretion, Surpha may abandon all or part of the Surpha premise equipment at any time. Customer may request the status of the Surpha premise equipment by using the online contact form at www.surpha.com/Contact.aspx.
13.	Equipment owned by Client. In some cases Client owns equipment on Client's premises, as specified in the signup contract. Client is responsible for the maintenance and replacement of all equipment owned by Client. If Client requests service on Client-owned equipment from Surpha, Client will be charged applicable trip, labor and equipment charges.
14.	DISCLAIMER OF WARRANTIES and LIMITATION OF LIABILITY. EXCEPT FOR CERTAIN PRODUCTS AND SERVICES SPECIFICALLY IDENTIFIED AS BEING OFFERED BY SURPHA, SURPHA DOES NOT CONTROL ANY MATERIALS, INFORMATION, PRODUCTS, OR SERVICES ON THE INTERNET. THE INTERNET CONTAINS UNEDITED AND DANGEROUS MATERIALS AND CONNECTIONS, SOME OF WHICH ARE SEXUALLY EXPLICIT; MAY BE OFFENSIVE TO YOU; MAY INCLUDE VIRUSES, WORMS, TROJANS, OR SPYWARE; OR MAY PROVIDE ACCESS FROM HACKERS. SURPHA HAS NO CONTROL OVER AND ACCEPTS NO RESPONSIBILITY FOR SUCH MATERIALS, INFORMATION, PRODUCTS, OR SERVICES. YOU ASSUME FULL RESPONSIBILITY AND RISK FOR USE OF THE SERVICES AND THE INTERNET AND ARE SOLELY RESPONSIBLE FOR EVALUATING THE ACCURACY, COMPLETENESS, AND USEFULNESS OF ALL SERVICES, PRODUCTS, AND OTHER INFORMATION, AND THE QUALITY AND MERCHANTABILITY OF ALL MERCHANDISE PROVIDED THROUGH THE SERVICE OR THE INTERNET.
	UNLESS SPECIFICALLY ADDRESSED IN A SEPARATE SERVICE LEVEL AGREEMENT (SLA) WITH SURPHA, THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. SURPHA DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. SURPHA MAKES NO EXPRESS WARRANTIES AND WAIVES ALL IMPLIED WARRANTIES INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE, NONINFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE REGARDING ANY MERCHANDISE, INFORMATION OR SERVICE PROVIDED THROUGH SURPHA OR THE INTERNET GENERALLY. NO ADVICE OR INFORMATION GIVEN BY SURPHA OR ITS REPRESENTATIVES SHALL CREATE A WARRANTY. SURPHA AND ITS EMPLOYEES ARE NOT LIABLE FOR ANY COSTS OR DAMAGES ARISING DIRECTLY OR INDIRECTLY FROM YOUR USE OF THE SERVICES OR THE INTERNET INCLUDING ANY INDIRECT, INCIDENTAL, EXEMPLARY, MULTIPLE, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES. IN ANY EVENT, SURPHA'S CUMULATIVE LIABILITY TO ANY CLIENT FOR ANY AND ALL CLAIMS RELATING TO THE USE OF THE SERVICES SHALL NOT EXCEED THE TOTAL AMOUNT OF SERVICE FEES PAID DURING THE MOST RECENT SERVICE PERIOD.
15.	Jurisdiction. This Agreement is governed by Utah law without regard to conflict of law provisions. The federal and state courts located in Utah alone have jurisdiction over all disputes arising out of or related to this Agreement and the Services.
16.	Extent. This Agreement, the Acceptable Use Agreement, the Privacy Statement, and Surpha's other user policies posted on Surpha's Web site constitute the entire agreement between you and Surpha with respect to your use of the Services.