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Minto Communications Society Subscriber Agreement For Services
The terms and conditions in the "GENERAL TERMS AND CONDITIONS" section
below are applicable to all Services unless otherwise indicated.
Additional terms and conditions applicable to High Speed Internet is
included in this Agreement in sections titled "ADDITIONAL PROVISIONS
We may change our prices, fees, the Services and/or the terms and
conditions of this Agreement in the future. Unless this Agreement or
applicable law specifies otherwise, we will give you thirty (30) days
prior Notice of any significant change to this Agreement. If you find
the change unacceptable, you have the right to cancel your Service(s).
However, if you continue to receive Service(s) after the end of the
notice period (the "Effective Date") of the change, we will consider
that you have accepted the changes. You may not modify this Agreement
by making any typed, handwritten, or any other changes to it for any
General Terms And Conditions
1. Acceptance Of This Agreement
You will have accepted this Agreement and be bound by its terms if you
use the Services provided by Minto Communications or otherwise indicate your affirmative acceptance of
2. Charges And Billings
- Charges, Fees, and Taxes That You Must Pay.
You agree to pay all charges associated with the Services, including,
but not limited to, installation charges, monthly service charges,
Minto Equipment (as defined below) charges, service call charges,
measured and per call charges, applicable federal, provincial, and
local taxes (however designated) and any fees or payment obligations
imposed by governmental or quasi-governmental bodies for the sale,
installation, use, or provision of the Services. You agree to pay any
regulatory recovery fees which Minto invoices you for municipal,
provincial and federal government fees or assessments imposed on Minto,
or any programs in which Minto participates, including, but not limited
to, public, educational and governmental access, universal service,
telecom relay services for the visually/hearing impaired, rights-of-way
access, and programs supporting 911/E911 system. YOU WILL BE RESPONSIBLE FOR PAYING ANY GOVERNMENT IMPOSED FEES AND TAXES THAT BECOME APPLICABLE RETROACTIVELY.
We will provide you with notice and an effective date of any change in
our prices or fees, unless the change in price is related to a change
in governmental or quasi-governmental taxes, fees or assessments, in
which case we may elect not to provide notice except where required by
applicable law. Not all fees apply to all Services.
For HSI Subscribers. HSI price information is available at the Minto Communications Society web site. These requirements may be located at an alternative site if we so notify you.
- How We Will Bill You.
Unless you have signed a minimum term addendum, Services are provided
to you on a month-to-month basis. You will generally be billed monthly,
in advance, for recurring service charges, equipment charges, and fees.
IN ADDITION, YOU MUST PAY, ON OR BEFORE THE DAY WE INSTALL ANY OR
ALL OF THE SERVICES, THE FIRST MONTH'S SERVICE CHARGES, MINTO EQUIPMENT
CHARGES, ANY DEPOSITS, AND ANY INSTALLATION CHARGES. You may be billed for some Services individually after they have been provided to you.
Your first bill may include pro-rated charges from the date you first
begin receiving Services, as well as monthly recurring charges for the
next month and charges for non-recurring charges for any nonrecurring
services you have received. If you make partial payment of any bill, we
will apply that payment to the outstanding charges in the amounts and
proportions that we determine. However, we do not waive our rights to
collect the full balance owed to us by accepting partial payment.
- Third-Party Charges That Are Your Responsibility.
You acknowledge that you may incur charges with third-party service
providers that are separate and apart from the amounts charged by us.
These may include charges resulting from accessing on-line services,
accessing parties who charge for their telephone-based services,
purchasing or subscribing to other offerings via the Internet, if
applicable, or otherwise. You are solely responsible for all charges
payable to third parties, including all applicable taxes. In addition,
you are solely responsible for protecting the security of credit card
and other personal information provided to others in connection with
- Alternative Billing Arrangements.
In certain cases, Minto may agree to provide billing services on behalf
of third parties, as the agent of the third party. Any such third-party
charges shall be payable pursuant to any contract or other arrangement
between you and the third party. We shall not be responsible for any
dispute regarding these charges between you and any third party. You
must address all such disputes directly with the third party.
- Payment by Credit Card or Check.
If you use a credit card to pay for the Services, that use is governed
by the card issuer agreement for that card, and you must refer to that
agreement for your rights and liabilities as a cardholder. If Minto
does not receive payment from your credit card issuer or its agents,
you agree to pay all amounts due upon demand. If you make payment by
check, you authorize Minto to collect your check electronically. You
agree that you may not amend or modify this Agreement with any
restrictive endorsements (such as "paid in full"), releases, or other
statements on or accompanying checks or other payments accepted by
Minto and that any such notations shall have no legal effect.
- Our Remedies if You Pay Late or Fail to Pay
- Late or Non-Payments:
You may be billed fees, charges and assessments related to late
payments or non-payments if for any reason (i) Minto does not receive
from you any required payment for the Services by the payment due date
or (ii) you pay less than the full amount due for the Services.
- Fees Not Considered Interest or Penalties:
Minto does not anticipate that you will fail to pay for the Services on
a timely basis, and we do not extend credit to subscribers. Any fees,
charges, and assessments due to late payment or nonpayment are not
interest, credit service charges, or finance charges or penalties.
Rather, they are liquidated damages intended to be a reasonable advance
estimate of our costs resulting from late payments and non-payments.
These costs will be difficult to calculate or to predict when we set
such fees, charges, and assessments, because we cannot know in advance:
(a) whether you will pay for the Services on a timely basis, if ever;
(b) if you do pay late, when you will actually pay; and (c) what costs
we will incur because of your late payment or non-payment.
- Collection Costs:
If we are required to use a collection agency to collect money owed by
you, you agree to pay the reasonable costs of collection. These costs
include but are not limited to any collection agency's fees and
arbitration or court costs.
If you fail to pay the full amount due for any or all of the Services
then Minto, at its sole discretion in accordance with applicable law,
may suspend or disconnect any or all the Services you receive.
- Reconnection Fees and Related Charges.
Should you wish to resume a Service after any suspension, we may
require you to pay a reconnection fee. Should you wish to reinstate any
or all Services after disconnection, we may require you to pay an
installation fee and/or service activation fee. These fees are in
addition to all past due charges and other fees. Reconnection of the
Services is subject to our credit policies, this Agreement and
- Our Right to Make Credit Inquiries. YOU
AUTHORIZE MINTO TO MAKE INQUIRIES AND TO RECEIVE INFORMATION ABOUT YOUR
CREDIT EXPERIENCE FROM OTHERS, TO ENTER THIS INFORMATION IN YOUR FILE,
AND TO DISCLOSE THIS INFORMATION CONCERNING YOU TO APPROPRIATE THIRD
PARTIES FOR REASONABLE BUSINESS PURPOSES.
- Your Responsibilities Concerning Billing Questions.
Subject to applicable law, if you intend to dispute a charge or request
a billing credit, you must contact Minto within sixty (60) days of the
date on the bill. You waive any disputes or credits that you do not
report within sixty (60) days.
3. Refundable Deposit
We may require you to pay a refundable deposit when you activate the
Service(s). We may also require you to pay a refundable deposit after
activation of the Service(s) if you add Minto Equipment and/ or
Service(s) or if you fail to pay any amounts when they are due
hereunder. If we disconnect your Service(s) or are otherwise required
under applicable law to refund the deposit, we shall within forty-five
(45) days or as otherwise specified by applicable law return a sum
equal to the deposit(s) you paid (without interest unless otherwise
required by law) minus any amounts due on your account (including
without limitation, any amounts owed for Services or for any Minto
Equipment that is damaged, altered, or not returned).
4. Changes To Services
Subject to applicable law, we have the right to change our Services,
Minto Equipment and rates or charges, at any time with or without
notice. We also may rearrange, delete, add to or otherwise change
programming or features or offerings contained in the Services,
including but not limited to, content, functionality, hours of
availability, customer equipment requirements, speed and upstream and
downstream rate limitations. If we do give you notice, it may be
provided on your monthly bill, as a bill insert, in a newspaper or
other communication permitted under applicable law. If you find a
change in the Service(s) unacceptable, you have the right to cancel
your Service(s). However, if you continue to receive Service(s) after
the change, this will constitute your acceptance of the change. Please
take the time to read any notices of changes to the Service(s). We are
not liable for failure to deliver any programming, services, CHANGES TO
SERVICES features or offerings except as provided in Section 11e.
5. Access To Your Premises
You agree to allow us and our agents the right, to enter at reasonable
times your property upon which the Services and/or Minto Equipment will
be provided (the "Premises"), for purposes of installing, configuring,
maintaining, inspecting, upgrading, replacing and removing the Services
and/or Minto Equipment used to receive any of the Services. You warrant
that you are either the owner of the Premises or that you have the
authority to give us access to the Premises. If you are not the owner
of the Premises, you are responsible for obtaining any necessary
approval from the owner to allow us and our agents into the Premises to
perform the activities specified above. In addition, you agree to
supply us or our agent, if we ask, the owner's name, address and phone
number and/or evidence that the owner has authorized you to grant
access to us and our agents to the Premises.
6. Maintenance And Ownership Of Equipment
- Minto Equipment.
You agree that except for the wiring installed inside the Premises
("Inside Wiring"), all Minto equipment belongs to us or other third
parties and will not be deemed fixtures or in any way part of the
Premises. Minto Equipment includes all new or reconditioned equipment
installed, provided or leased to you by us or our agents, including but
not limited to, cabling or wiring and related electronic devices,
wireless client radios, wireless gateway/routers, any other hardware
and all software or "downloads" to Minto Equipment. You agree to use
Minto Equipment only for the Services pursuant to this Agreement. We
may remove or change the Minto Equipment at our discretion at any time
the Services are active or following the termination of your
Service(s). You agree to allow us access to the Premises for these
purposes. You may not sell, lease, abandon or give away the Minto
Equipment, or permit any other provider of high speed data or telephone
services to use the Minto Equipment. The Minto Equipment may only be
used in the Premises. At your request, we may relocate the Minto
Equipment in the Premises for an additional charge, at a time agreeable
to you and us. YOU UNDERSTAND AND ACKNOWLEDGE THAT IF YOU ATTEMPT TO
INSTALL OR USE THE MINTO EQUIPMENT OR SERVICES AT A LOCATION OTHER THAN
THE PREMISES, THE SERVICES MAY FAIL TO FUNCTION OR MAY FUNCTION
IMPROPERLY. You agree that you will not allow anyone other than Minto
employees or agents to service the Minto Equipment. We suggest that the
Minto Equipment in your possession be covered by your homeowners,
renters, or other insurance. You will be directly responsible for loss,
repair, replacement and other costs, damages, fees and charges if you
do not return the Minto Equipment to us in an undamaged condition.
- Customer Equipment.
Responsibility: Minto has no responsibility for the operation or
support, maintenance or repair of any equipment, software or services
that you elect to use in connection with the Services or Minto
Equipment (the "Customer Equipment".)
For HSI Subscribers. You can find Minto's current minimum technical and other requirements for HSI subscribers at www.mintocomm.ca
(or an alternative site if we notify you). Whether a wireless client
radio, gateway/router or other device is owned by you or us, we have
the unrestricted right, but not the obligation, to upgrade or change
the firmware in these devices remotely or on the Premises at any time
that we determine it necessary or desirable in order to provide
Services to you in accordance with our specifications and requirements.
- Non-Recommended Configurations: Customer
Equipment that does not meet Minto's minimum technical or other
specifications constitutes a "Non-Recommended Configuration." NEITHER
MINTO NOR ANY OF ITS AFFILIATES, SUPPLIERS OR AGENTS WARRANT THAT A
NON-RECOMMENDED CONFIGURATION WILL ENABLE YOU TO SUCCESSFULLY INSTALL,
ACCESS, OPERATE OR USE THE SERVICES. YOU ACKNOWLEDGE THAT ANY SUCH
INSTALLATION, ACCESS, OPERATION, OR USE COULD CAUSE CUSTOMER EQUIPMENT
TO FAIL TO OPERATE OR CAUSE DAMAGE TO CUSTOMER EQUIPMENT, YOU, YOUR
PREMISES OR MINTO EQUIPMENT. NEITHER MINTO NOR ANY OF ITS AFFILIATES,
SUPPLIERS OR AGENTS SHALL HAVE ANY LIABILITY WHATSOEVER FOR ANY SUCH
FAILURE OR DAMAGE. Minto reserves the right to deny you customer
support for the Services and/or terminate Service(s) if you use a
- No Unauthorized Devices or Tampering:
You agree not to attach any unauthorized device to Minto Equipment or
the Services. If you make any unauthorized connection or modification
to Minto Equipment or the Services or any other part of our wireless
network, we may terminate your Service and recover such damages as may
result from your actions. Unless expressly authorized by us, you agree
not to install anything to intercept or receive any of the Services
offered over our wireless network or to assist any person in
intercepting or receiving any of the Services offered over our wireless
network. You also agree that you will not attach anything to the Inside
Wiring, Minto Equipment or Customer Equipment, whether installed by you
or us, which singly or together impairs the integrity of our wireless
network or degrades our wireless network's signal quality or strength
or creates signal leakage.
You hereby agree that we may recover damages from you for tampering
with any Minto Equipment or any other part of our wireless network or
for receiving unauthorized Service(s). You agree that it would be
difficult if not impossible to calculate precisely the lost revenue
resulting from your receipt of unauthorized Service(s) or the
alteration or improper use of Minto Equipment. You therefore agree to
pay us as liquidated damages, the sum of $500.00 per device used to
receive the unauthorized Services in addition to our cost to replace
any altered, damaged or unreturned Minto Equipment or other equipment
owned by Minto, including any incidental costs. The unauthorized
reception of the Services may also result in criminal fines and/or
- Inside Wiring. You may install Inside
Wiring, such as additional cable wiring and outlets, provided it does
not interfere with the normal operations of our wireless network. If
you have us install Inside Wiring, we will charge you for that service.
Regardless of who installed it, we consider the Inside Wiring your
property or the property of whomever owns the Premises. Accordingly,
you are responsible for the repair and maintenance of the Inside
Wiring, unless you and Minto have agreed otherwise in writing. (If you
do not own the Premises, contact your landlord or building manager
about the repair or maintenance of Inside Wiring.) If you have us
repair or maintain the Inside Wiring, we will charge you for that
7. Use Of Services
You agree that the Services and the Minto Equipment will be used only
by you and the members of your immediate household living with you at
the same address and only for personal, residential, non-commercial
purposes, unless otherwise specifically authorized by us in writing.
You will not use the Minto Equipment at any time at an address other
than the Premises without our prior written authorization. You agree
and represent that you will not resell or share or permit another to resell or share the
Services in whole or in part. You will not use or permit another to use
the Minto Equipment or the Service(s), directly or indirectly, for any
unlawful purpose, including, but not limited to, in violation of any
posted Minto policy applicable to the Services. Use of the Minto
Equipment or Services for transmission, communications or storage of
any information, data or material in violation of any federal,
provincial or local regulation or law is prohibited.
You acknowledge that you are accepting this Agreement on behalf of all
persons who use the Minto Equipment and/or Services and that you shall
have sole responsibility for ensuring that all other users understand
and comply with the terms and conditions of this Agreement and any
applicable Minto policies including, but not limited to, acceptable use
and privacy policies. You further acknowledge and agree that you shall
be solely responsible for any transactions, including, without
limitation, purchases made through or in connection with the Services.
You agree to indemnify, defend and hold harmless Minto and its
affiliates, suppliers, and agents against all claims and expenses
(including reasonable legal fees) arising out of the use of the
Services, the Minto Equipment and/or the Customer Equipment or the
breach of this Agreement or any of the applicable Minto policies by you
or any other user.
For HSI Subscribers.
- Acceptable Use Policy.
The Minto Communications Society Acceptable Use Policy ("AUP") and
other policies concerning HSI are posted on the Service's Web site at www.mintocomm.ca
(or an alternative Web site if we so notify you). You further agree
that Minto may modify the AUP or other policies from time to time.
Notwithstanding anything to the contrary in this Agreement, YOU
ACKNOWLEDGE AND AGREE THAT THE TERMS OF THE AUP AND ANY OTHER
APPLICABLE MINTO POLICIES MAY BE PUT INTO EFFECT OR REVISED FROM TIME
TO TIME WITHOUT NOTICE BY POSTING A NEW VERSION OF THE AUP OR POLICY AS
SET FORTH ABOVE. YOU AND OTHER USERS OF THE SERVICE SHOULD CONSULT THE
AUP AND ALL POSTED POLICIES REGULARLY TO CONFORM TO THE MOST RECENT
- Prohibited Uses of HSI. You agree not to use
HSI for operation as an Internet service provider, a server site for
ftp, telnet, rlogin, e-mail hosting, "Web hosting" or other similar
applications, for peer-to-peer file transfers, for any business
enterprise, or as an end-point on a non-Minto local area network or
wide area network. You agree to indemnify, defend and hold harmless
Minto and its affiliates, suppliers, and agents against all claims and
expenses (including reasonable legal fees) arising out of any breach of
this Section including, but not limited to, any claims based on or
arising out of any material violation of any applicable law.
This Agreement and the Services furnished hereunder may not be assigned
by you. You agree to notify us immediately of any changes of ownership
or occupancy of the Premises. We may freely assign our rights and
obligations under this Agreement with or without notice to you.
9. Termination Of This Agreement
This Agreement will be in effect from the time that charges commence
until (i) it is terminated as provided for by this Agreement or by any
addendum to this Agreement or (ii) it is replaced by a revised
Agreement. If you self-install Minto Equipment, Service charges begin
the earliest of (i) the day on which you picked up Minto Equipment at
our service center, (ii) the day you install the Service, or (iii) five
(5) days after the date we ship the Minto Equipment to you.
- Termination by You.
Unless you have signed a minimum term addendum, you may terminate this
Agreement for any reason at any time by notifying Minto in one of two
ways: (i) send a written notice to the postal address of Minto's
business office; or (ii) send an electronic notice to the e-mail
address specified on www.mintocomm.ca.
Subject to applicable law or the terms of any agreements with
governmental authorities, all applicable fees and charges will accrue
until this Agreement has terminated, the Services have been
disconnected, and all Minto Equipment has been returned. We will refund
all prepaid monthly service fees charged for Services after the date of
termination (less any outstanding amounts due Minto for the Services,
affiliate services, Minto Equipment, or other applicable fees and
- Suspension and Termination by Minto. Under
the conditions listed below, Minto reserves the right, subject to
applicable law, to act immediately and without notice to terminate or
suspend the Services and/or to remove from the Services any information
transmitted by or to any authorized users (e.g., email). Minto may take
these actions if it: (i) determines that such use or information does
not conform with the requirements set forth in this Agreement, (ii)
determines that such use or information interferes with Minto's ability
to provide the Services to you or others, (iii) reasonably believes
that such use or information may violate any laws, regulations, or
written and electronic instructions for use, or (iv) reasonably
believes that such use or information interferes with or endangers the
health and/or safety of our personnel or third parties. Minto's action
or inaction under this Section shall not constitute review or approval
of your or any other users' use of the Services or information
transmitted by or to you or users.
- Your Obligations upon Termination.
You agree that upon termination of this Agreement you will do the following:
- You will immediately cease all use of the Services and all Minto Equipment;
will pay in full for your use of the Services up to the date that this
Agreement has been terminated and the Services are disconnected; and
ten (10) days of the date on which Services are disconnected, you will
return all Minto Equipment to us at our local business office or to our
designee in working order, normal wear and tear excepted. Otherwise,
you will be charged the amount set forth in the current pricing lists
for such Minto Equipment, or the revised amount for which you receive
notice; if no amount has been specified for the particular model of
Minto Equipment, you will be charged the retail price for a new
replacement. You may also be charged incidental costs that we incur in
replacing the Minto Equipment. Upon our request, you will permit us and
our employees, agents, contractors, and representatives to access the
Premises to remove the Minto Equipment and other material provided by
Minto. We will conduct this removal at a time agreed on by you and us,
and you will ensure that all Minto Equipment is returned to Minto.
10. Limited Warranty
THE MINTO EQUIPMENT AND THE SERVICES ARE PROVIDED "AS IS," WITHOUT
WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER MINTO NOR ITS
AFFILIATES, SUPPLIERS, EMPLOYEES, AGENTS OR CONTRACTORS WARRANT THAT
THE MINTO EQUIPMENT OR THE SERVICES WILL MEET YOUR REQUIREMENTS,
PROVIDE UNINTERRUPTED USE, OR OPERATE AS REQUIRED, WITHOUT DELAY, OR
WITHOUT ERROR. NEITHER MINTO NOR ITS AFFILIATES, SUPPLIERS, EMPLOYEES,
AGENTS OR CONTRACTORS WARRANT THAT ANY COMMUNICATIONS WILL BE
TRANSMITTED IN UNCORRUPTED FORM. ALL REPRESENTATIONS AND WARRANTIES OF
ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY
WARRANTIES OF PERFORMANCE, NONINFRINGEMENT, FITNESS FOR A PARTICULAR
PURPOSE OR MERCHANTABILITY, ARE HEREBY DISCLAIMED AND EXCLUDED UNLESS
OTHERWISE PROHIBITED OR RESTRICTED BY APPLICABLE LAW.
11. Limitation Of Minto's Liability
The limitations of liability set forth in this Section apply to any
acts, omissions, and negligence of Minto and its underlying third-party
service providers, agents and suppliers (and their respective officers,
employees, agents, contractors or representatives) which, but for that
provision, would give rise to a cause of action in contract, tort or
under any other legal doctrine.
- Customer Equipment.
CUSTOMER EQUIPMENT MAY BE DAMAGED OR SUFFER SERVICE OUTAGES AS A RESULT
OF THE INSTALLATION, SELF-INSTALLATION, USE, INSPECTION, MAINTENANCE,
REPAIR, AND REMOVAL OF MINTO EQUIPMENT AND THE SERVICES. EXCEPT FOR
GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, NEITHER MINTO NOR ANY OF ITS
AFFILIATES, SUPPLIERS, EMPLOYEES, AGENTS OR CONTRACTORS SHALL HAVE ANY
LIABILITY WHATSOEVER FOR ANY DAMAGE, LOSS, OR DESTRUCTION TO THE
CUSTOMER EQUIPMENT. IN THE EVENT OF GROSS NEGLIGENCE OR WILLFUL
MISCONDUCT BY MINTO, SUPPLIERS, EMPLOYEES, AGENTS OR CONTRACTORS, WE
SHALL PAY AT OUR SOLE DISCRETION FOR THE REPAIR OR REPLACEMENT OF THE
DAMAGED CUSTOMER EQUIPMENT UP TO A MAXIMUM OF $500. THIS SHALL BE YOUR
SOLE AND EXCLUSIVE REMEDY RELATING TO SUCH ACTIVITY.
- For HSI Subscribers. YOU UNDERSTAND THAT YOUR
COMPUTER OR OTHER DEVICES MAY NEED TO BE OPENED, ACCESSED OR USED
EITHER BY YOU OR BY US OR OUR AGENTS, IN CONNECTION WITH THE
INSTALLATION OR REPAIR OF HSI. THE OPENING, ACCESSING OR USE OF YOUR
COMPUTER OR OTHER DEVICES USED IN CONNECTION WITH YOUR COMPUTER MAY
VOID WARRANTIES PROVIDED BY THE COMPUTER OR DEVICE MANUFACTURER OR
OTHER PARTIES RELATING TO THE COMPUTER'S OR DEVICE'S HARDWARE OR
SOFTWARE. NEITHER MINTO NOR ANY OF ITS AFFILIATES, SUPPLIERS, OR AGENTS
SHALL HAVE ANY LIABILITY WHATSOEVER AS THE RESULT OF THE VOIDING OF ANY
- Other Services or Equipment.
BY ACCEPTING THIS AGREEMENT, YOU WAIVE ALL CLAIMS AGAINST MINTO FOR
INTERFERENCE, DISRUPTION, OR INCOMPATIBILITY BETWEEN THE MINTO
EQUIPMENT OR THE SERVICES AND ANY OTHER SERVICE, SYSTEMS, OR EQUIPMENT.
IN THE EVENT OF SUCH INTERFERENCE, DISRUPTION, OR INCOMPATIBILITY, YOUR
SOLE REMEDY SHALL BE TO TERMINATE THE SERVICES IN ACCORDANCE WITH
- Software. When you use certain features of
the Services, such as online features (where available), you may
require special software, applications, and/or access to the Internet,
Minto makes no representation or warranty that any software or
application installed on Customer Equipment, downloaded from the
Service, or available through the Internet does not contain a virus or
other harmful feature. It is your sole responsibility to take
appropriate precautions to protect any Customer Equipment from damage
to its software, files, and data as a result of any such virus or other
harmful feature. We may, but are not required to, terminate all or any
portion of the installation or operation of the Services if a virus or
other harmful feature or software is found to be present on your
Customer Equipment. We are not required to provide you with any
assistance in removal of viruses. If we decide, in our sole discretion,
to install or run virus check software on your Customer Equipment, we
make no representation or warranty that the virus check software will
detect or correct any or all viruses. You acknowledge that you may
incur additional charges for any service call made or required on
account of any problem related to a virus or other harmful feature
detected on your Customer Equipment. NEITHER MINTO NOR ITS AFFILIATES,
SUPPLIERS, EMPLOYEES, AGENTS OR CONTRACTORS SHALL HAVE ANY LIABILITY
WHATSOEVER FOR ANY DAMAGE TO OR LOSS OF ANY HARDWARE, SOFTWARE, FILES,
OR DATA RESULTING FROM A VIRUS, ANY OTHER HARMFUL FEATURE, OR FROM ANY
ATTEMPT TO REMOVE IT.
In addition, as part of the installation process for the software and
other components of the Service, system files on your Customer
Equipment may be modified. Minto does not represent, warrant or
covenant that these modifications will not disrupt the normal
operations of any Customer Equipment including without limitation your
computer(s), or cause the loss of files. Minto does not represent,
warrant, or covenant that the installation of the special software or
applications or access to our Web portal(s) will not cause the loss of
files or disrupt the normal operations of any Customer Equipment,
including but not limited to your computer(s). FOR THESE AND OTHER
REASONS, YOU ACKNOWLEDGE AND UNDERSTAND THE IMPORTANCE OF BACKING UP
ALL FILES TO ANOTHER STORAGE MECHANISM PRIOR TO SUCH ACTIVITIES. YOU
UNDERSTAND AND ACCEPT THE RISKS IF YOU DECIDE NOT TO BACK UP FILES.
NEITHER MINTO NOR ITS AFFILIATES, SUPPLIERS, EMPLOYEES, AGENTS OR
CONTRACTORS SHALL HAVE ANY LIABILITY WHATSOEVER FOR ANY DAMAGE TO OR
LOSS OF ANY SOFTWARE, FILES, OR DATA.
- Disruption of Service.
The Services are not fail-safe and are not designed or intended for use
in situations requiring fail-safe performance or in which an error or
interruption in the Services could lead to severe injury to business,
persons, property or environment ("High Risk Activities"). These High
Risk Activities may include, without limitation, vital business or
personal communications, or activities where absolutely accurate data
or information is required. You expressly assume the risks of any
damages resulting from High Risk Activities. We shall not be liable for
any inconvenience, loss, liability, or damage resulting from any
interruption of the Services, directly or indirectly caused by, or
proximately resulting from, any circumstances beyond our control,
including, but not limited to, causes attributable to you or your
property; inability to obtain access to the Premises; failure of any
cable signal at the transmitter; failure of a communications satellite;
loss of use of poles or other utility facilities; strike; labor
dispute; riot or insurrection; war; explosion; malicious mischief;
fire, flood, lightening, earthquake, wind, ice, extreme weather
conditions or other acts of God; failure or reduction of power; or any
court order, law, act or order of government restricting or prohibiting
the operation or delivery of the Services. In all other cases an
interruption of the Services, you shall be entitled upon a request made
within sixty (60) days of such interruption, to a pro rata credit for
any Service interruption exceeding twenty-four consecutive hours after
such interruption is reported to us, or such other period of time as
may be specifically provided by law. Unless specifically otherwise
provided by law, such credit shall not exceed the fixed monthly charges
for the month of such Service interruption and excludes all
nonrecurring charges, one-time charges, per call or measured charges,
regulatory fees and surcharges, taxes and other governmental and
quasi-governmental fees. EXCEPT AND UNLESS SPECIFICALLY PROHIBITED
BY LAW, SUCH CREDIT SHALL BE YOUR SOLE AND EXCLUSIVE REMEDY FOR AN
INTERRUPTION OF SERVICE. IN NO EVENT SHALL COMPANY BE LIABLE FOR ANY
DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL OR
PUNITIVE DAMAGES FROM WHATEVER CAUSE, INCLUDING, BUT NOT LIMITED TO,
LOSS OF BUSINESS OR WAGES. Any credits provided by Minto are at our
sole discretion and in no event shall constitute or be construed as a
course of conduct by Minto.
- Directory Listings. IF WE
MAKE AVAILABLE AN OPTION TO LIST YOUR NAME, ADDRESS, AND/OR TELEPHONE
NUMBER IN A PUBLISHED DIRECTORY OR DIRECTORY ASSISTANCE DATABASE, AND
ONE OR MORE OF THE FOLLOWING CONDITIONS OCCURS: (I) YOU REQUEST THAT
YOUR NAME, ADDRESS AND/OR PHONE NUMBER BE OMITTED FROM A DIRECTORY OR
DIRECTORY ASSISTANCE DATABASE, BUT THAT INFORMATION IS INCLUDED IN
EITHER OR BOTH; (II) YOU REQUEST THAT YOUR NAME, ADDRESS AND/OR PHONE
NUMBER BE INCLUDED IN A DIRECTORY OR DIRECTORY ASSISTANCE DATABASE, BUT
THAT INFORMATION IS OMITTED FROM EITHER OR BOTH; OR (III) THE PUBLISHED
OR LISTED INFORMATION FOR YOUR ACCOUNT CONTAINS MATERIAL ERRORS OR
OMISSIONS, THEN THE AGGREGATE LIABILITY OF MINTO AND ITS AFFILIATES,
SUPPLIERS OR AGENTS SHALL NOT EXCEED THE MONTHLY CHARGES, IF ANY, WHICH
YOU HAVE ACTUALLY PAID TO MINTO TO LIST, PUBLISH, NOT LIST, OR NOT
PUBLISH THE INFORMATION FOR THE AFFECTED PERIOD. YOU SHALL HOLD
HARMLESS MINTO AND ITS AFFILIATES, SUPPLIERS OR AGENTS AGAINST ANY AND
ALL CLAIMS FOR DAMAGES CAUSED OR CLAIMED TO HAVE BEEN CAUSED, DIRECTLY
OR INDIRECTLY, BY THE ERRORS AND OMISSIONS IN REFERENCED ABOVE.
- Third Parties.
Notwithstanding anything to the contrary in this Agreement, you
acknowledge and understand that we may use third parties to provide
components of the Services, including without limitation their
services, equipment, infrastructure or content. Minto is not
responsible for the performance (or non-performance) of third-party
services, equipment, infrastructure or content, whether or not they
constitute components of the Services. Minto shall not be bound by any
undertaking, representation or warranty made by an agent or employee of
Minto or of our underlying third-party providers and suppliers in
connection with the installation, maintenance or provision of the
Services, if that undertaking, representation or warranty is
inconsistent with the terms of this Agreement. In addition, you
understand that you will have access to the services and content of
third parties through the Service(s), including without limitation that
of content providers (whether or not accessible directly from the
Service). Minto is not responsible for any services, equipment,
infrastructure and content that are not provided by us (even if they
are components of the Service), and we shall have no liability with
respect to such services, equipment, infrastructure and content. You
should address questions or concerns relating to such services,
equipment, infrastructure and content to the creators of such services,
equipment, infrastructure and content.
We do not endorse or warrant any third-party products, services or content that are distributed or advertised over the Services.
EXCEPT AS SPECIFICALLY PROVIDED IN THIS AGREEMENT, NEITHER MINTO NOR
ITS AFFILIATES, SUPPLIERS, EMPLOYEES, AGENTS OR CONTRACTORS SHALL UNDER
ANY CIRCUMSTANCES OR UNDER ANY LEGAL THEORY (INCLUDING BUT NOT LIMITED
TO TORT OR CONTRACT) HAVE ANY LIABILITY TO THE CUSTOMER OR TO ANY OTHER
PERSON OR ENTITY FOR THE FOLLOWING LOSSES, DAMAGES, OR COSTS: (i) ANY
DIRECT, INDIRECT, INCIDENTAL, SPECIAL, TREBLE, PUNITIVE, EXEMPLARY, OR
CONSEQUENTIAL LOSSES OR DAMAGES (INCLUDING BUT NOT LIMITED TO LOSS OF
PROFITS, LOSS OF EARNINGS, LOSS OF BUSINESS OPPORTUNITIES, PERSONAL
INJURIES OR DEATH) THAT RESULT DIRECTLY OR INDIRECTLY FROM OR IN
CONNECTION WITH (a) YOUR RELIANCE ON OR USE OF THE MINTO EQUIPMENT OR
THE SERVICES OR (b) THE INSTALLATION, SELF-INSTALLATION, MAINTENANCE,
FAILURE, OR REMOVAL OF THE SERVICES (INCLUDING BUT NOT LIMITED TO ANY
MISTAKES, OMISSIONS, INTERRUPTIONS, COMPUTER OR OTHER HARDWARE OR
SOFTWARE BREACH, FAILURES OR MALFUNCTIONS, DELETION OR CORRUPTION OF
FILES, WORK STOPPAGE, ERRORS, DEFECTS, DELAYS IN OPERATION, DELAYS IN
TRANSMISSION OR FAILURE OF PERFORMANCE OF THE SERVICE, THE MINTO
EQUIPMENT OR THE CUSTOMER EQUIPMENT, OR ANY OTHER MISTAKES, OMISSIONS,
LOSS OF CALL DETAIL, E-MAIL, VOICEMAIL OR OTHER INFORMATION OR DATA);
OR (ii) ANY LOSSES, CLAIMS, DAMAGES, EXPENSES, LIABILITIES, LEGAL FEES,
OR OTHER COSTS THAT RESULT DIRECTLY OR INDIRECTLY FROM OR IN CONNECTION
WITH ANY ALLEGATION, CLAIM, SUIT, OR OTHER PROCEEDING BASED UPON A
CONTENTION THAT THE USE OF THE MINTO EQUIPMENT OR THE SERVICES BY YOU
OR ANY OTHER PERSON OR ENTITY INFRINGES UPON THE CONTRACTUAL RIGHTS,
PRIVACY, CONFIDENTIALITY, COPYRIGHT, PATENT, TRADEMARK, TRADE SECRET,
OR OTHER INTELLECTUAL PROPERTY RIGHTS OF ANY THIRD PARTY.
- Subscriber's Sole Remedies.
Your sole and exclusive remedies under this Agreement are as expressly
set forth in this Agreement. Certain of the above limitations may not
apply if the law does not allow the exclusion or limitation of implied
warranties or does not allow the limitation or exclusion of incidental
or consequential damages. In this case, the liability of Minto and its
employee, affiliates, suppliers, agents and contractors is limited to
the maximum extent permitted by law.
- Survival of Limitations.
All representations, warranties, indemnifications, and limitations of
liability contained in this Agreement shall survive the termination of
this Agreement; any other obligations of the parties hereunder shall
also survive, if they relate to the period before termination or if, by
their terms, they would be expected to survive such termination.
12. Indemnification And Liability Of Subscriber
YOU AGREE THAT YOU SHALL BE RESPONSIBLE FOR AND SHALL DEFEND,
INDEMNIFY, AND HOLD HARMLESS MINTO AND ITS EMPLOYEES, AFFILIATES,
SUPPLIERS, AGENTS AND CONTRACTORS AND SHALL REIMBURSE US FOR ANY
DAMAGES, LOSSES OR EXPENSES (INCLUDING WITHOUT LIMITATION, REASONABLE
LEGAL FEES AND COSTS) INCURRED BY US IN CONNECTION WITH ANY CLAIMS,
SUITS, JUDGMENTS AND CAUSES OF ACTION ARISING OUT OF (i) YOUR USE OF
THE SERVICE OR MINTO EQUIPMENT; (ii) VIOLATION OR INFRINGEMENT OF
CONTRACTUAL RIGHTS, PRIVACY, CONFIDENTIALITY, COPYRIGHT, PATENT,
TRADEMARK, TRADE SECRET, OR OTHER INTELLECTUAL PROPERTY AND PROPRIETARY
RIGHTS ARISING FROM YOUR USE OF THE SERVICE OR ANY UNAUTHORIZED
APPARATUS OR SYSTEM; (iii) ANY CLAIMS OR DAMAGES ARISING OUT OF THE
LACK OF 911/E911 OR DIALING ASSOCIATED WITH A HOME SECURITY, HOME
DETENTION OR MEDICAL MONITORING SYSTEM; AND (iv) YOUR BREACH OF ANY
PROVISION OF THIS AGREEMENT.
13. Subscriber Privacy Notice And Security
will provide you with a copy of our customer privacy notice at the time
we enter into an agreement to provide any Service to you. You can view
the extent that Minto is expressly required to do so by applicable law,
we will provide notice to you of a breach of the security of certain
personally identifiable information about you. It is Minto's
information security policy to provide such notice to you in the manner
set forth in Section 15.
- Entire Agreement. This
Agreement and any other documents incorporated by reference constitute
the entire agreement and understanding between the parties with respect
to the subject matter of this Agreement, and they replace any and all
prior written or verbal agreements. If any portion of this Agreement is
held to be unenforceable, the unenforceable portion shall be construed
in accordance with applicable law as nearly as possible to reflect the
original intentions of the parties, and the remainder of the provisions
shall remain in full force and effect. If Minto fails to insist upon or
enforce strict performance of any provision of this Agreement, it shall
not thereby waive any provision or right. Neither the course of conduct
between the parties nor trade practice shall act to modify any
provision of this Agreement.
- Additional Representations and Warranties. In addition to representations and warranties you make elsewhere in this Agreement, you also represent and warrant that:
- Age: You are at least 18 years of age.
- Subscriber Information:
During the term of this Agreement, you have provided and will provide
to Minto information that is accurate, complete and current, including
without limitation your legal name, address, telephone number(s), the
number of computers on which the Service is being accessed and payment
data (including without limitation information provided when
authorizing recurring payments). You agree to notify us promptly, in
accordance with the terms of this Agreement, if there is any change in
the information that you have provided to us. If you fail to provide
and maintain accurate information, you will breach this Agreement.
- Information Provided to Third Parties.
Minto is not responsible for any information provided by you to third
parties, and this information is not subject to the privacy provisions
of this Agreement or the privacy notice for the Services. You assume
all privacy, security and other risks associated with providing
personally identifiable information to third parties via the Services.
For a description of the privacy protections associated with providing
information to third parties, you should refer to the privacy policies,
if any, provided by those third parties.
- Revocable License.
The Services and Minto Equipment, including but not limited to any
firmware or software embedded in the Minto Equipment or used to provide
the Services, are protected by trademark, copyright, patent and/or
other intellectual property laws and international treaty provisions.
You are granted a revocable license to use such firmware and software
in object code form (without making any modification thereto) strictly
in accordance with this Agreement. You acknowledge and understand that
you are not granted any other license to use the firmware or software
embedded in the Minto Equipment or used to provide the Services. You
expressly agree that you will use the Minto Equipment exclusively in
connection with the Services. You shall not take any action nor allow
anyone else to take any action that will reverse compile, disassemble,
or reverse engineer or otherwise attempt to derive the source code from
the binary code of the firmware or software.
- Protection of Minto's Information and Marks.
All Service information, documents, and materials on our Web sites are
protected by trademark, copyright or other intellectual property laws,
and international treaty provisions. All Web sites, corporate names,
service marks, trademarks, trade names, logos, and domain names
(collectively "marks") of Minto and its affiliates are and shall remain
the exclusive property of Minto. Nothing in this Agreement shall grant
you the right or license to use any of the marks.
- Export Laws.
You expressly agree to comply with all applicable export and re-export
laws and their implementing regulations. You further expressly agree
not to use the Services in any way that violates any provision of
export and re-export laws or their implementing regulations.
- Retention of Rights.
Nothing contained in this Agreement shall be construed to limit Minto's
rights and remedies available at law or in equity. Upon termination of
this Agreement for any reason, Minto and its suppliers reserve the
right to delete all your data, files, electronic messages or other
Subscriber information that is stored on Minto's or its suppliers'
servers or systems. In addition, you may forfeit your account user name
and all e-mail, IP and web space addresses. We shall have no liability
whatsoever as the result of the loss of any such data, names or
15. Notice Method For Changes To This Agreement
We will provide you notice of changes to this Agreement consistent with
applicable law. The notice may be provided on your monthly bill, as a
bill insert, in a newspaper, by e-mail, or by other permitted
communication. If you find the change unacceptable, you have the right
to cancel your Services. However, if you continue to receive Services
after the change, we will consider this your acceptance of the change.
HSI Subscribers. Minto may deliver any required or desired notice to
you in any of the following ways, as determined in our sole discretion:
(i) by posting it on www.mintocomm.ca,
(ii) by e-mail, or (iii) by hand delivery. You agree that any one of
the foregoing will constitute sufficient notice and you waive any
claims that these forms of notice are insufficient or ineffective.
Because we may from time to time notify you about important information
regarding the Services and this Agreement by these methods, you agree
to regularly check your postal mail, e-mail and all postings at www.mintocomm.ca or on another Web site about which you have been notified or you bear the risk of failing to do so.
Additional Provisions Applicable To High-Speed Internet Service
In addition to the provisions above, the following are specifically
applicable to Minto HSI Subscribers, including the Software License
Agreement attached as Exhibit A to this Agreement.
- Intellectual Property Rights
- End User Licenses.
You agree to comply with the terms and conditions of all end user
license agreements accompanying any software or plug-ins to such
software distributed or used in connection with HSI including, without
limitation, the Minto Software License Agreement, the current version
of which is attached to this Agreement as Exhibit A, as these
agreements may be amended from time to time. All such agreements are
incorporated in this Agreement by reference. When this Agreement
terminates, all end user licenses also terminate; you agree to destroy
at that time all versions and copies of all software received by you in
connection with HSI.
- Ownership of Addresses. You
acknowledge that use of HSI does not give you any ownership or other
rights in any Internet/on-line addresses provided to you, including but
not limited to Internet Protocol ("IP") addresses, e-mail addresses and
Web addresses. We may modify or change these addresses at any time
without notice and shall in no way be required to compensate you for
- Authorization. Minto does not claim
any ownership of any material that you publish, transmit or distribute
using HSI. By using HSI to publish, transmit or distribute material or
content, you (i) warrant that the material or content complies with the
provisions of this Agreement, (ii) consent to and authorize Minto, its
agents, suppliers, and affiliates to reproduce, publish, distribute,
and display the content worldwide and (iii) warrant that you have the
right to provide this authorization. You acknowledge that material
posted or transmitted using HSI may be copied, republished or
distributed by third parties, and you agree to indemnify, defend and
hold harmless Minto, its agents, suppliers, and affiliates for any harm
resulting from these actions.
- Copyright. Title and
intellectual property rights to HSI are owned by Minto, its agents,
suppliers, or affiliates or their licensors or otherwise by the owners
of such material and are protected by copyright laws and treaties. You
may not copy, redistribute, resell or publish any part of HSI without
express prior written consent from Minto or other owner of such
- Material Downloaded through HSI. In
addition to any content that may be provided by us, you may access
material through HSI that is not owned by Minto. Specific terms and
conditions may apply to your use of any content or material made
available through HSI that is not owned by Minto. You should read those
terms and conditions to learn how they apply to you and your use of any
- IP Addresses
Minto will provide you with dynamic Internet protocol ("IP")
address(es) as a component of HSI, and these IP address(es) can and do
change over time. You will not alter, modify, or tamper with dynamic IP
address(es) assigned to you or any other customer. You agree not to use
a dynamic domain name server or DNS to associate a host name with the
dynamic IP address(es) for any commercial purpose. You also agree not
to use any software that provides for static IP address(es) on or in
conjunction with any computer(s) or network device connected to HSI. If
applicable, Minto will release and/or recover the dynamic IP
address(es) when the Service or this Agreement is disconnected,
discontinued, or terminated.
- Additional Limitations On Minto's Liability For HSI
- Responsibility for Content.
You acknowledge that there is some content and material on the Internet
or otherwise available through HSI which may be offensive to some
individuals, may be unsuitable for children, may violate federal,
provincial or local laws, rules or regulations or may violate your
protected rights or those of others. We assume no responsibility for
this content or material. Anyone who accesses such content and material
does so at his or her own risk. NEITHER MINTO NOR ITS AFFILIATES,
SUPPLIERS, EMPLOYEES, AGENTS OR CONTRACTORS SHALL HAVE ANY LIABILITY
WHATSOEVER FOR ANY CLAIMS, LOSSES, ACTIONS, DAMAGES, SUITS OR
PROCEEDINGS ARISING OUT OF OR OTHERWISE RELATING TO ACCESS TO SUCH
CONTENT OR MATERIAL BY YOU OR OTHERS. Questions or complaints regarding
content or material should be addressed to the content or material
provider. You acknowledge that software programs are commercially
available that claim to be able to restrict access to sexually explicit
or other objectionable material on the Internet. We make no
representation or warranty regarding the effectiveness of such programs.
- Monitoring of Postings and Transmissions.
Minto shall have no obligation to monitor postings or transmissions
made in connection with HSI. However, you acknowledge and agree that
Minto and its agents have the right to monitor, from time to time, any
such postings and transmissions, including without limitation e-mail,
newsgroups, chat, IP audio and video, and Web space content. Minto may
also use and disclose them in accordance with the Minto High-Speed
Internet Acceptable Use Policy and other applicable policies, and as
otherwise required by law or government request. We reserve the right
to refuse to upload, post, publish, transmit or store any information
or materials, in whole or in part, that, in our sole discretion, is
unacceptable, undesirable or in violation of this Agreement.
Our facilities are used by numerous persons or entities including,
without limitation, other subscribers to HSI. As a result, there is a
risk that you could be subject to "eavesdropping." This means that
other persons or entities may be able to access and/or monitor your use
of HSI. This risk of eavesdropping exists not only with our facilities,
but also on the Internet and other services to which access is provided
as a part of HSI. If you post, store, transmit, or disseminate any
sensitive or confidential information, you do so at your sole risk.
NEITHER MINTO NOR ITS AFFILIATES, SUPPLIERS, OR AGENTS SHALL HAVE ANY
LIABILITY WHATSOEVER FOR ANY CLAIMS, LOSSES, ACTIONS, DAMAGES, SUITS OR
PROCEEDINGS ARISING OUT OF OR OTHERWISE RELATING TO SUCH ACTIONS BY YOU.
You acknowledge that software programs are commercially available that
claim to be capable of encryption or anonymization. We make no
representation or warranty regarding the effectiveness of these
- FTP/HTTP Service Setup.
You acknowledge that when using HSI there are certain applications such
as FTP (File Transfer Protocol) or HTTP (Hyper Text Transfer Protocol)
which may be used by other persons or entities to gain access to
Subscriber's Equipment. You are solely responsible for the security of
the Customer Equipment or any other equipment you choose to use in
connection with the Service, including without limitation any data
stored on such equipment. NEITHER MINTO NOR ITS AFFILIATES, SUPPLIERS,
EMPLOYEES, AGENTS OR CONTRACTORS SHALL HAVE ANY LIABILITY WHATSOEVER
FOR ANY CLAIMS, LOSSES, ACTIONS, DAMAGES, SUITS OR PROCEEDINGS
RESULTING FROM, ARISING OUT OF OR OTHERWISE RELATING TO THE USE OF SUCH
APPLICATIONS BY YOU, OR THE ACCESS BY OTHERS TO THE CUSTOMER EQUIPMENT
OR OTHER EQUIPMENT OF YOURS.
- File and Print Sharing.
HSI may function in some ways as a Local Area Network (LAN) with each
Subscriber constituting a node on the network. As such, users outside
of the Premises may be able to access the Customer Equipment and other
equipment connected in some way to the Customer Equipment. In addition,
some available software includes capabilities that will permit other
users to gain access to the Customer Equipment and other equipment
connected in some way to the Customer Equipment, and to the software,
files and data stored on such equipment. Unless you are subject to a
HSI service plan that expressly provides otherwise, we recommend that
you connect only a single computer to HSI and that you disable file and
print sharing and other capabilities that allow outside users to gain
access to the Customer Equipment. You acknowledge that if you fail to
follow these recommendations and choose to run these applications, you
should take appropriate security measures, and that you do so at your
sole risk. NEITHER MINTO NOR ITS AFFILIATES, SUPPLIERS, OR AGENTS SHALL
HAVE ANY LIABILITY WHATSOEVER FOR ANY CLAIMS, LOSSES, ACTIONS, DAMAGES,
SUITS OR PROCEEDINGS RESULTING FROM, ARISING OUT OF OR OTHERWISE
RELATING TO ACCESS BY OTHERS OF THE CUSTOMER EQUIPMENT OR ANY OTHER
EQUIPMENT CONNECTED IN SOME WAY TO THE CUSTOMER EQUIPMENT, OR TO THE
SOFTWARE, FILES AND DATA STORED ON SUCH EQUIPMENT.
- Facilities Allocation.
Minto reserves the right to determine, in its discretion, and on an
ongoing basis, the nature and extent of its facilities allocated to
support HSI, including, but not limited to, the amount of bandwidth to
be utilized and delivered in conjunction with HSI.
You acknowledge that accessing certain Web sites through HSI may result
in a "cookie" being placed on your computer system. Cookies are small
files stored on a computer's hard drive to simplify and improve a
user's Web experience. If you don't want them placed on your computer
system, it is your responsibility to disable or restrict the placement
of cookies through whatever procedures are available on your browser.
Exhibit A: Minto Software License Agreement
IMPORTANT - READ CAREFULLY: BY USING ANY SOFTWARE PROVIDED TO YOU IN
CONNECTION WITH THE MINTO HIGH-SPEED INTERNET SERVICE, YOU ACKNOWLEDGE
THAT YOU HAVE READ THIS SOFTWARE LICENSE AGREEMENT, THAT YOU UNDERSTAND
IT, AND THAT YOU AGREE TO BE BOUND BY ITS TERMS.
- Grant Of Limited License
The Minto Communications Society that owns and/or operates the wireless
communications system in this area grants you (which for purposes of
this Software License Agreement shall include members of your immediate
household for whom you will be responsible hereunder), without
additional fee or charge to you, a nonexclusive limited, personal and
nontransferable license, with restrictions as described below, to
install and use any software program, in object code only, provided to
you by, or on behalf of, Minto in connection with the Minto High-Speed
Internet service (the "Software"), which includes any documentation
accompanying the Software, for the sole purpose of using the Minto
High-Speed Internet service, and to make one (1) backup copy of the
Software, provided that (i) the Software is installed on only the
number of personal computers authorized by Minto (which number shall be
one (1) unless otherwise agreed to by Minto), (ii) the Software may NOT
be modified; (iii) all copyright notices are maintained on the
Software; and (iv) you agree to be bound by all the terms of this
Software License Agreement. Software is only for your own personal,
non-commercial use and not for use in the operation of a business or
service bureau or for the benefit of any other person or entity.
- No Ownership Rights
You have no ownership rights in any Software. Rather, you have a
limited license to use the Software as long as this Software License
Agreement remains in full force and effect. Ownership of the Software
and all intellectual property rights therein shall remain at all times
with Minto and/or its licensors. Any use of Software by any other
person, business, corporation, government organization or any other
entity is strictly forbidden and is a violation of this Software
- Third Party Software
There are software programs contained within certain Software that have
been licensed to Minto by third parties. The term "Software" as used
herein shall refer to such third party software except where the term
Software refers expressly to the ownership or other specific rights of
Minto. The same terms and conditions, including all limitations and
restrictions, set forth in this Software License Agreement apply to
each third party software program contained in the Software.
- Intellectual Property And Privacy
Software contains material that is protected by Copyright Law and trade
secret law, and by international treaty provisions. All rights not
specifically granted to you herein are reserved to Minto and to any
third party with ownership rights in Software and documentation used in
the Software. You may not remove any proprietary notice of Minto or any
other party from any copy of Software or documentation.
features of certain Software are provided by third parties, and those
third parties may collect or transmit personally identifiable and
non-personally identifiable information about you in the course of
providing these features. These third parties are not authorized to use
your personally identifiable information except for the purpose of
providing their services to you through Software. Your use of Software
is subject to the terms of the Minto Subscriber Privacy Notice, the
Minto Acceptable Use Policy and other applicable terms and policies.
- Restrictions And Requirements
Software License Agreement is your proof of license to exercise the
rights granted herein. In order to satisfy your obligations hereunder
and to maintain the confidentiality of the Software, you must take
reasonable steps to protect the Software consistent with the license
restrictions set forth herein and Minto's and other third parties'
ownership rights in the Software, including informing anyone permitted
access to your computer and the Software about such restrictions on the
use of the Software.
- As a condition of the limited license
for the Software you may not: (i) publish, display, disclose, rent,
lease, modify, loan, distribute, or create derivative works based on
the Software or any part thereof; (ii) reverse engineer, decompile,
translate, adapt, disassemble or otherwise reduce the Software to human
readable form; (iii) attempt to create the source code from the object
code for the Software; (iv) transmit the Software over any network or
between any devices, although you may use the Software to make such
transmissions of other materials; (v) make any third party software
contained in the Software a stand-alone product; (vi) take any action
that will infringe on the intellectual property or other proprietary
rights of Minto or any third party software provider; or (vii)
sublicense, rent, lease, or assign the Software. You may transfer the
Software to other computers you own as long as you only use it on only
the number of computers authorized by Minto.
- If Minto
informs you, by any method described in the Minto Subscriber Agreement
to which this Software License Agreement is attached (the "Agreement"),
that any enhancements or upgrades are available for the Software, or
that the Software otherwise is being modified by Minto, you will take
prompt action to download such enhancements, upgrades or changes, or
otherwise obtain such enhancements, upgrades or changes in the manner
directed by Minto, within the time frame stated in the notice. If you
fail to do so, you acknowledge that the Software may not work correctly
or that you will not be able to take advantage of all available
features of the Software after the stated period in the notice.
have the obligation to protect yourself and minimize any damages you
might suffer if the Software or any portion thereof, has a defect or
fails for any reason.
- Disclaimer Of Warranties And Other Disclaimers
Software is provided "AS IS." To the maximum extent permitted by law,
Minto makes NO WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED,
INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY,
FITNESS FOR A PARTICULAR PURPOSE. Additionally, Minto makes NO
WARRANTIES with respect to lack of viruses, accuracy or completeness of
responses, results or lack of negligence, correspondence to
description, warranty of title or non-infringement. Minto does NOT
WARRANT that the functions contained in the Software will meet any
requirements or needs you may have, or that the Software will operate
error free, or in an uninterrupted fashion, or that any defects or
errors in the Software will be corrected, or that the Software is
compatible with any particular platform. Minto reserves the right to
modify the Software at any time. Minto is not obligated to provide any
updates to the Software. Any use by you of the Software is at your own
- The Software may include one or more features
intended to protect your computer from unauthorized access, viruses,
"phishing" or other harmful activities. The Software may be useful in
diminishing the number of times that your computer will be affected by
such harmful activities, but neither Minto nor the providers of any
particular Software can guarantee that the Software will prevent all
such harmful activities or that bad actors will not find ways to
circumvent the Software. Any ratings of Web sites provided through
Software are designed to help you acquire the information you need to
help you make your own decisions about whether or not to exchange
sensitive or confidential information with a particular Web site, and
are not intended to serve as a guarantee of the trustworthiness of a
domain or Web site. As such, you should remain vigilant in your use of
the Internet. THE LIABILITY OF MINTO AND THE OTHER PROVIDERS OF THE
SOFTWARE TO YOU IS EXPRESSLY LIMITED AS SET FORTH BELOW AND THAT BY
USING THE SOFTWARE YOU ACCEPT AND AGREE TO THESE LIMITATIONS.
- Limitation Of Liability And Damages
You assume full and complete responsibility and liability for your use
of the Software. Except as specifically provided in this Agreement, IN
NO EVENT WILL MINTO, OR ANY OTHER ENTITY THAT HAS PROVIDED ANY OF THE
SOFTWARE, BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT,
INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION,
INDIRECT, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES FOR LOSS OF BUSINESS,
LOSS OF PROFITS, BUSINESS INTERRUPTION, INFRINGEMENT OF INTELLECTUAL
PROPERTY RIGHTS OF THIRD PARTIES OR LOSS OF BUSINESS INFORMATION OR
OTHER DATA) ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE,
OR FOR ANY CLAIM BY ANY OTHER PARTY, EVEN IF MINTO HAS BEEN ADVISED OF
THE POSSIBILITY OF SUCH DAMAGES. (Certain laws do not allow the
exclusion of implied warranties or the limitation of certain damages.
If such laws apply, certain of the exclusions or limitations in this
Software License Agreement may not be applicable to you.)
- Export Restrictions
This Software License Agreement is expressly made subject to any laws,
regulations, orders, or other restrictions on the export from the
United States of America of the Software or information about such
Software that may be imposed from time to time by the government of the
United States of America. You shall not export the Software, or any
portion thereof, or information about the Software without consent of
Minto and compliance with such laws, regulations, orders, or other
This Software License Agreement is effective only during the term of
this Agreement and shall terminate upon any termination of this
Agreement. You may terminate this Software License Agreement at any
time by destroying or returning to Minto all copies of the Software and
associated documentation in your possession or under your control and
terminating this Agreement. This Software License Agreement will
terminate: (i) at any time that this Agreement is terminated or (ii) if
Minto finds that you have violated any of the terms of this Software
License Agreement. Upon termination, you agree to destroy or return to
Minto all copies of the Software and documentation and, upon Minto's
request, to certify in writing that all known copies, including backup
copies, have been destroyed. No waiver of any breach of any provision
of this Software License Agreement shall constitute a waiver of any
prior, concurrent of subsequent breach of the same or any other
provisions hereof, and no waiver shall be effective unless it is made
in writing and is signed by an authorized representative of the waiving
party. All provisions relating to confidentiality, proprietary rights,
and nondisclosure shall survive the termination of this Software
under this Software License Agreement shall be construed, interpreted
and governed in accordance with Section 13 of this Agreement.
may modify the Software and may amend or modify this Software License
Agreement at any time in its sole discretion upon notice to you. Minto
will notify you of any such modifications or amendments as provided in
this Agreement. Subscriber agrees that any methods set forth therein
will constitute sufficient notice of any change to this Software
License Agreement. Your continued use of the Software following notice
of such change shall be deemed to be your acceptance of any such
change. If you do not agree to any such change, you must immediately
stop using the Software and notify Minto that you are terminating this
Software License Agreement and this Agreement. You may not amend or
modify this Software License Agreement without Minto's prior written
consent, which we may provide or withhold in our sole discretion. Any
attempt by you to amend or modify this Software License Agreement by
any other means, including but not limited to, a check notation, a
restrictive endorsement, or a note with a payment, is invalid and
- Minto may assign its rights and obligations
under this Software License Agreement, without notice, to (i) any
affiliate of Minto, (ii) to any party (or its affiliate) acquiring all
or substantially all of the assets or stock, by merger or otherwise, of
Minto or any affiliate of Minto, or (iii) to any person or entity
purchasing or otherwise acquiring the Minto system serving the Premises
(as defined in this Software License Agreement).
Software License Agreement and this Agreement shall constitute the
entire Agreement between the parties hereto. If any part of this
Software License Agreement is found invalid or unenforceable, the
remainder of this Software License Agreement shall remain in full force
and effect and shall be interpreted so as to reasonably give effect to
the intention of the parties.
Terms And Conditions Of Sale For Products For High-Speed Internet Subscribers
All hardware and software purchased by you (each, a "Product") from
Minto and accompanying these Terms and Conditions of Sale for Products
("Terms and Conditions") are expressly provided to you pursuant to the
Terms of Service previously provided to you when you entered into the
Minto Agreement for Residential Services with Minto (collectively, the
"Terms of Service" and together with the Terms and Conditions, the
"Agreement"). To review the Terms of Service and the Minto Agreement
for Residential Services, go to www.mintocomm.ca.
By accepting delivery of the Product, you agree to be bound by and
accept the terms and conditions of this Agreement and understand that
the Terms of Service are incorporated by reference into this Agreement.
If you do not agree to the terms and conditions of this Agreement, do
not use the Product and return the Product to Minto in the original
packaging together with your proof of purchase on or before thirty (30)
days after the date of purchase for a refund of the purchase price. As
used in this Agreement, Minto shall mean the Minto Communications
Society or any entity that controls, is controlled by or is under
common control therewith.
PLEASE READ THIS DOCUMENT CAREFULLY AND PLEASE REREAD THE TERMS OF
SERVICE, AS THEY CONTAIN IMPORTANT INFORMATION ABOUT YOUR RIGHTS AND
OBLIGATIONS, AS WELL AS LIMITATIONS AND EXCLUSIONS THAT MAY APPLY TO
Section 1. No Warranties; Disclaimer
MAKES NO WARRANTY, EXPRESS OR IMPLIED, WITH RESPECT TO ANY PRODUCTS,
AND HEREBY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT
NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A
PARTICULAR PURPOSE. THE PRODUCTS ARE, THEREFORE, SOLD TO YOU "AS IS"
AND "WITH ALL FAULTS", AND THE ENTIRE RISK AS TO SATISFACTORY QUALITY,
PERFORMANCE, ACCURACY, AND EFFORT OF THE PRODUCTS IS WITH YOU. FURTHER,
MINTO MAKES NO WARRANTY AND HEREBY DISCLAIMS ALL WARRANTIES AGAINST
INTERFERENCE WITH YOUR ENJOYMENT OF THE PRODUCTS AND AGAINST
INFRINGEMENT WITH RESPECT TO THE PRODUCTS.
- MINTO IS NOT THE
MANUFACTURER OF THE PRODUCT. IN THE EVENT THAT THE MANUFACTURER HAS
PROVIDED A WARRANTY WITH THE PRODUCT (WHETHER EXPRESS OR IMPLIED),
MINTO DOES NOT ADOPT, WILL NOT HONOR AND HEREBY DISCLAIMS ALL SUCH
WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF
MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
- If a
disclaimer of warranties with respect to the Products is not permitted
under applicable law, then, to the maximum extent permitted by
applicable law, all warranties on the Products shall be limited in
duration to the period commencing on the date of your receipt of the
Products and expiring (i) two years after such date or (ii) when you
sell or otherwise transfer ownership of the Products to any other
person or entity.
Section 2. Limitations Of Liability
- IN NO
CIRCUMSTANCE AND UNDER NO LEGAL THEORY (INCLUDING WITHOUT LIMITATION
TORT, CONTRACT OR OTHERWISE) SHALL MINTO HAVE ANY LIABILITY TO YOU OR
TO ANY OTHER PERSON OR ENTITY FOR: (i) ANY DIRECT, INDIRECT,
INCIDENTAL, SPECIAL, TREBLE, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL
LOSSES OR DAMAGES OF ANY NATURE INCLUDING WITHOUT LIMITATION LOSS OF
PROFITS, LOSS OF EARNINGS, LOSS OF BUSINESS OPPORTUNITIES OR PERSONAL
INJURY (INCLUDING DEATH), RESULTING DIRECTLY OR INDIRECTLY OUT OF, OR
OTHERWISE ARISING IN CONNECTION WITH, YOUR PURCHASE OR USE OF THE
PRODUCTS, OR THE INSTALLATION, REPAIR OR SERVICING OF THE PRODUCTS BY
MINTO, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; OR (ii) ANY
LOSSES, CLAIMS, DAMAGES, EXPENSES, LIABILITIES OR COSTS (INCLUDING
LEGAL FEES) RESULTING DIRECTLY OR INDIRECTLY OUT OF, OR OTHERWISE
ARISING IN CONNECTION WITH, ANY ALLEGATION, CLAIM, SUIT OR OTHER
PROCEEDING BASED UPON AN ASSERTION THAT THE USE OF THE PRODUCTS BY YOU
OR ANY OTHER PERSON OR ENTITY INFRINGES THE COPYRIGHT, PATENT,
TRADEMARK, TRADE SECRET, CONFIDENTIALITY, PRIVACY, OR OTHER
INTELLECTUAL PROPERTY RIGHTS OR CONTRACTUAL RIGHTS OF ANY THIRD PARTY.
MAXIMUM LIABILITY OF MINTO ARISING FROM OR RELATING TO THIS AGREEMENT,
YOUR PURCHASE OF THE PRODUCTS, OR ANY SERVICES PERFORMED WITH RESPECT
TO THE PRODUCTS, SHALL BE LIMITED TO THE AMOUNT PAID BY YOU FOR THE
PURCHASE OF THE PRODUCTS.
- The limitations of liability set
forth above shall not apply to liability for death or personal injury
to the extent applicable law prohibits such limitation. Similarly, some
laws do not allow the limitation or exclusion of incidental or
consequential damages. In such cases, the liability of Minto shall be
limited to the maximum extent permitted by law.
Copyright Minto Communications Society 2017